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Home My WebLink About2026-09-14 City Council Agenda PacketCITY COUNCIL Regular Meeting Monday, September 14, 2026 Council Chambers & Hybrid 5:30 PM Amended Agenda Amended agenda items appear below in RED City Council meetings will be held as “hybrid” meetings with the option to attend virtually or in person. Information on how the public may observe and participate in the meeting is located at the end of the agenda. Translation services are available upon request at least 24 hours before the meeting. The meeting will be broadcast on Cable TV Channel 76, live on YouTube https://www.youtube.com/c/cityofpaloalto, and streamed to Midpen Media Center https://midpenmedia.org. VIRTUAL PARTICIPATION CLICK HERE TO JOIN (https://cityofpaloalto.zoom.us/j/362027238) Meeting ID: 362 027 238 Phone:1(669)900-6833 PUBLIC COMMENTS Public Comment for items not on the agenda will be accepted for up to 3 minutes or an amount of time determined by the Chair. In-person comments will be heard at the beginning of the agenda and remote comments will be heard at the end of the agenda. In-person general public comment will be heard for 30 minutes. Additional in-person public comments, if any, will be heard at the end of the agenda. Public comments for agendized items will be accepted both in person and via Zoom for up to 3 minutes or an amount of time determined by the Chair. Requests to speak will be taken until 5 minutes after the staff’s presentation or as determined by the Chair. Written public comments can be submitted in advance to city.council@PaloAlto.gov and will be provided to the Council and available for inspection on the City’s website. Multiple individuals wishing to speak on the same item may designate a spokesperson. Spokespeople must be representing 5 or more verified individuals who are present in person or via Zoom. Spokespeople are allowed up to 10 minutes, at the discretion of the Chair. Speaking time may be reduced if the Chair reduces the speaking time for individual speakers. PowerPoints, videos, or other media to be presented during public comment are accepted only by email to city.clerk@PaloAlto.gov at least 24 hours before the meeting. Once received, the Clerk will share them at public comment for the specified item. To uphold strong cybersecurity management practices, USB’s or other physical electronic storage devices are not accepted. Signs and symbolic materials less than 2 feet by 3 feet are permitted provided that: sticks, posts, poles or similar/other type of handle objects are strictly prohibited; the items do not create a facility, fire, or safety hazard; and persons with such items remain seated when displaying them and must not raise the items above shoulder level, obstruct the view or passage of other attendees, or otherwise disturb the business of the meeting. TIME ESTIMATES Listed times are estimates only and are subject to change at any time, including while the meeting is in progress. The Council reserves the right to use more or less time on any item, change the order of items and/or continue items to another meeting. Items may be heard before or after the time estimated on the agenda. This may occur in order to best manage the time at a meeting or to adapt to the participation of the public. 1 September 14, 2026 Materials submitted after distribution of the agenda packet are available for public inspection at www.paloalto.gov/agendas. CALL TO ORDER SPECIAL ORDERS OF THE DAY (Item 1: 5:30 - 5:45 PM, Item 2: 5:45 - 6:00 PM) 1.Northern California Power Agency General Manager Tony Zimmer 2.Review Applications and Select Candidates to Interview for the Human Relations Commission (HRC), Parks and Recreation Commission (PRC), and Planning and Transportation Commission (PTC), Public Art Commission (PAC), and Stormwater Management Oversight Committee (SWMOC) Vacancies; CEQA Status – Not a Project Title Updated, Supplemental Report Added BOARDS, COMMISSIONS, AND COMMITTEES APPOINTMENTS (6:00 - 6:05 PM) 3.Appointment of Candidates to the Historic Resources Board (HRB); CEQA Status – Not a Project AGENDA CHANGES, ADDITIONS AND DELETIONS IN-PERSON PUBLIC COMMENT (6:05 - 6:35 PM) Members of the public may speak to any item NOT on the agenda. 1-3 minutes depending on number of speakers. In-person comments will be heard at the beginning of the agenda and remote comments will be heard at the end of the agenda. In-person Public Comment is limited to 30 minutes. Additional in-person public comments, if any, will be heard at the end of the agenda. COUNCIL MEMBER QUESTIONS, COMMENTS, ANNOUNCEMENTS (6:35 - 6:50 PM) Members of the public may not speak to the item(s). CONSENT CALENDAR (6:50 - 6:55 PM) Items will be voted in one motion unless removed from the calendar by three Council Members. 4.Approval of Contract Number C27197641 with A3 Pipeline in the Amount Not-to-Exceed $2,466,255 for the Sewer Lateral Replacement Project (WC-99013) at various locations across the City; Authorization for the City Manager or Designee to Negotiate and Execute Related Change Orders Not-to-Exceed $246,626 for a Total Not-to-Exceed Amount of $2,712,881 for a Three-Year Term. CEQA Status: Exempt under CEQA Guidelines 15302 (Replacement or Reconstruction of Existing Facilities). 5.Adopt a Resolution approving the City of Palo Alto Utilities Electric Utility Physical Security Plan Update: CEQA Status – Not a Project 2 September 14, 2026 Materials submitted after distribution of the agenda packet are available for public inspection at www.paloalto.gov/agendas. 6.SECOND READING: Ordinance of the Council of the City of Palo Alto Adding Chapter 10.49 (OSV Parking Permit Districts) to the Palo Alto Municipal Code and Amending PAMC Section 10.60.010 (FIRST READING: August 24, 2026; PASSED: 7-0) AA1.Approval of Increase of Construction Contingency for Contract No. C211781123B with Swinerton Builders in the Amount Not-to-Exceed $7,374,367 and Amendment to the Fiscal Year 2027 Budget Appropriation for the Capital Improvement Fund for the New Public Safety Building Capital Improvement Program Project (PE-15001), to Support a Settlement Agreement With Swinerton Builders; CEQA Status – Environmental Impact Report for the New Public Safety Building and New California Avenue Area Parking Garage (Resolution No. 9772) New Item Added CITY MANAGER COMMENTS (6:55 - 7:05 PM) BREAK (15 MINUTES) Listed times are estimates only and are subject to change at any time, including while the meeting is in progress. ACTION ITEMS (Item 7: 7:20 - 8:20 PM; Item 8: 8:20 - 8:40 PM) Include: Report of Committees/Commissions, Ordinances and Resolutions, Public Hearings, Report of Officials, Unfinished Business and Council Matters. 7.PUBLIC HEARING / QUASI-JUDICIAL. 375 Hamilton Avenue [26PLN-00050]: Request for Major Architectural Review Approval for the Construction of a New Six-Story Parking Garage with a Total of 265 Parking Spaces on the Existing Surface-Level Parking Lot D. CEQA Status: Prior Environmental Impact Report Certified (Council Resolution No. 9818, February 11, 2019). An Addendum to the Previously Certified Environmental Impact Report (SCH# 2017052040) has Been Prepared in Accordance with CEQA Guidelines Section 15164. Zoning District: PF (Public Facilities). 8.Refinancing of the 2009A Water Revenue Bonds, Series A; Adoption of a Resolution Authorizing the Issuance and Sale of Tax-Exempt Water Revenue Refunding Bonds in a Principal Amount Not-to-Exceed $20,000,000, Approval of the Official Notice of Sale, Indenture of Trust, Official Statement, Irrevocable Refunding Instructions, and Related Documents; CEQA Status - Not a Project CLOSED SESSION (8:40 - 10:10 PM) 9.CONFERENCE WITH CITY ATTORNEY-EXISTING LITIGATION Subject: Diego Velasquez v. City of Palo Alto et al. 3 September 14, 2026 Materials submitted after distribution of the agenda packet are available for public inspection at www.paloalto.gov/agendas. Santa Clara County Superior Court, Case No. 24-CV-450636 Authority: Government Code Section 54956.9(d)(1) One Case, as Defendant 10.CONFERENCE WITH CITY ATTORNEY – EXISTING LITIGATION Subject: City of Palo Alto v. Gary Wetzel, et al. Santa Clara County Superior Court Case No. 26CV484552 One Case, as Defendant Authority: Government Code Section 54956.9(d)(1) 11.CONFERENCE WITH REAL PROPERTY NEGOTIATORS Authority: Government Code Section 54956.8 Property: 4000 Middlefield Road, Palo Alto (Informally known as the Cubberley Site) Negotiating Party: Palo Alto Unified School District City Negotiators: Ed Shikada, Kristen O'Kane, Sunny Tong Subject of Negotiations: Purchase, Exchange, and/or Lease Price and Terms of Payment VIRTUAL PUBLIC COMMENT Members of the public may speak to any item NOT on the agenda. 1-3 minutes depending on number of speakers. In-person comments will be heard at the beginning of the agenda and remote comments will be heard at the end of the agenda. In-person Public Comment is limited to 30 minutes. Additional in-person public comments, if any, will be heard at the end of the agenda. ADJOURNMENT INFORMATION REPORTS Information reports are provided for informational purposes only to the Council and the public but are not listed for action or discussion during this meeting’s agenda. A.Fiscal Year 2026 Significant Gifts and Donations to the City of Palo Alto B.Information Report on Sustainability and Climate Action Plan Implementation, Calendar Year 2026 Quarters 1-2; CEQA Status - Not a Project OTHER INFORMATION Standing Committee Meetings this week 4 September 14, 2026 Materials submitted after distribution of the agenda packet are available for public inspection at www.paloalto.gov/agendas. Finance Committee September 15, 2026 Public Comment Letters Schedule of Meetings AMENDED AGENDA ITEMS 2.Supplemental Report: Review Applications and Select Candidates to Interview for the Human Relations Commission (HRC), Parks and Recreation Commission (PRC), and Planning and Transportation Commission (PTC), Public Art Commission (PAC), and Stormwater Management Oversight Committee (SWMOC) Vacancies; CEQA Status – Not a Project Title Updated, Supplemental Report Added AA1.Approval of Increase of Construction Contingency for Contract No. C211781123B with Swinerton Builders in the Amount Not-to-Exceed $7,374,367 and Amendment to the Fiscal Year 2027 Budget Appropriation for the Capital Improvement Fund for the New Public Safety Building Capital Improvement Program Project (PE-15001), to Support a Settlement Agreement With Swinerton Builders; CEQA Status – Environmental Impact Report for the New Public Safety Building and New California Avenue Area Parking Garage (Resolution No. 9772) New Item Added PUBLIC COMMENT INSTRUCTIONS Members of the Public may provide public comments to teleconference meetings via email, teleconference, or by phone. 1.Written public comments may be submitted by email to city.council@PaloAlto.gov. 2.For in person public comments please complete a speaker request card located on the table at the entrance to the Council Chambers and deliver it to the Clerk prior to discussion of the item. 3.Spoken public comments using a computer or smart phone will be accepted through the teleconference meeting. To address the Council, click on the link below to access a Zoom- based meeting. Please read the following instructions carefully. ◦You may download the Zoom client or connect to the meeting in- browser. If using your browser, make sure you are using a current, up-to-date browser: Chrome 30 , Firefox 27 , Microsoft Edge 12 , Safari 7 . Certain functionality may be disabled in older browsers including Internet Explorer. Or download the Zoom application onto your smart phone from the Apple App Store or Google Play Store and enter in the Meeting ID below. ◦You may be asked to enter an email address and name. We request that you identify yourself by name as this will be visible online and will be used to notify you 5 September 14, 2026 Materials submitted after distribution of the agenda packet are available for public inspection at www.paloalto.gov/agendas. that it is your turn to speak. ◦When you wish to speak on an Agenda Item, click on “raise hand.” The Clerk will activate and unmute speakers in turn. Speakers will be notified shortly before they are called to speak. ◦When called, please limit your remarks to the time limit allotted. A timer will be shown on the computer to help keep track of your comments. 4.Spoken public comments using a phone use the telephone number listed below. When you wish to speak on an agenda item hit *9 on your phone so we know that you wish to speak. You will be asked to provide your first and last name before addressing the Council. You will be advised how long you have to speak. When called please limit your remarks to the agenda item and time limit allotted. CLICK HERE TO JOIN Meeting ID: 362-027-238 Phone: 1-669-900-6833 Americans with Disability Act (ADA) It is the policy of the City of Palo Alto to offer its public programs, services and meetings in a manner that is readily accessible to all. Persons with disabilities who require materials in an appropriate alternative format or who require auxiliary aids to access City meetings, programs, or services may contact the City’s ADA Coordinator at (650) 329-2550 (voice) or by emailing ada@PaloAlto.gov. Requests for assistance or accommodations must be submitted at least 24 hours in advance of the meeting, program, or service. California Government Code §84308, commonly referred to as the "Levine Act," prohibits an elected official of a local government agency from participating in a proceeding involving a license, permit, or other entitlement for use if the official received a campaign contribution exceeding $500 from a party or participant, including their agents, to the proceeding within the last 12 months. A “license, permit, or other entitlement for use” includes most land use and planning approvals and the approval of contracts that are not subject to lowest responsible bid procedures and have a value over $50,000. A “party” is a person who files an application for, or is the subject of, a proceeding involving a license, permit, or other entitlement for use. A “participant” is a person who actively supports or opposes a particular decision in a proceeding involving a license, permit, or other entitlement for use, and has a financial interest in the decision. The Levine Act incorporates the definition of “financial interest” in the Political Reform Act, which encompasses interests in business entities, real property, sources of income, sources of gifts, and personal finances that may be affected by the Council’s actions. If you qualify as a “party” or “participant” to a proceeding, and you have made a campaign contribution to a Council Member exceeding $500 made within the last 12 months, you must disclose the campaign contribution before making your comments. 6 September 14, 2026 Materials submitted after distribution of the agenda packet are available for public inspection at www.paloalto.gov/agendas. City Council Staff Report Report Type: SPECIAL ORDERS OF THE DAY Lead Department: City Clerk Meeting Date: September 14, 2026 Report #:2606-6493 TITLE Review Applications and Select Candidates to Interview for the Human Relations Commission (HRC), Parks and Recreation Commission (PRC), Planning and Transportation Commission (PTC), Public Art Commission (PAC), and Stormwater Management Oversight Committee (SWMOC) Vacancies; CEQA Status – Not a Project RECOMMENDATION Staff recommends that the City Council review applications and select the following number of candidates to interview: Up to 6 candidates for HRC Up to 10 candidates for PRC Up to 6 candidates for PTC Up to 6 candidates for PAC Up to 6 candidates for SWMOC BACKGROUND Recruitment Per Council direction1, recruitment for Boards, Commissions, and Committees (BCCs) is split into fall and spring cycles. The fall recruitment opened on July 28, 2026 and closed on September 2, 2026. This recruitment includes 11 vacancies across 5 meeting bodies. The fall cycle includes HRC, PRC, PAC, and SWMOC. As of August 10, 2026, PTC has one unscheduled vacancy. Staff incorporated this position into the fall recruitment for efficiency and cost savings. More details on vacancies, eligibility requirements, and terms are included in the analysis section below. 1 May 13, 2024, City Council Action Minutes, Agenda Item #12: Item 2 Item 2 Staff Report Item 2: Staff Report Pg. 1 Packet Pg. 7 of 474 Process and Tentative Timeline for Interviews and Appointments 3, but has the discretion to adjust the selection method if it chooses. Councilmembers vote on candidates to interview, with each Councilmember allotted twice as many votes as vacancies. Candidates must receive at least two votes to be interviewed, and candidates receiving the top number of votes are interviewed. The number of candidates interviewed is based on the number of vacancies as follows: Interview all candidates if there are 6 or fewer applicants Interview up to 6 candidates when there are 1-2 vacancies Interview up to 8 candidates when there are 3 vacancies Interview up to 10 candidates when there are 4 vacancies ANALYSIS Human Relations Commission (HRC) 4 3 City Council, May 5, 2025; Agenda Item #11, SR# 2504-4537 https://recordsportal.paloalto.gov/Weblink/DocView.aspx?id=83381 4 Palo Alto Municipal Code Section 2.22.010 https://codelibrary.amlegal.com/codes/paloalto/latest/paloalto_ca/0- 0-0-61320 Item 2 Item 2 Staff Report Item 2: Staff Report Pg. 2 Packet Pg. 8 of 474 Parks and Recreation Commission (PRC) Number of Vacancies and Term Dates 4 Full Term Vacancies 11/1/2026 – 10/31/2029 Seat Numbers 1, 5, 6, 7 Number of Applicants 13 Number of Candidates to Interview Up to 10 Number of Votes per Councilmember 8 Eligibility Requirements7 Each member of the commission shall have a demonstrated interest in parks, open space and recreation matters. Palo Alto residency Planning and Transportation Commission (PTC) Number of Vacancies and Term Dates 1 Partial Term Vacancy 4/1/2026 – 3/31/2030 Seat Number 4 Number of Applicants 9 Number of Candidates to Interview Up to 6 Number of Votes per Councilmember 2 Eligibility Requirements8 Palo Alto residency Public Art Commission (PAC) Number of Vacancies and Term Dates 2 Full Term Vacancies 11/1/2026 – 10/31/2029 Seat Number 2, 6 Number of Applicants 10 Number of Candidates to Interview Up to 6 Number of Votes per Councilmember 4 7 Palo Alto Municipal Code Section 2.25.010 https://codelibrary.amlegal.com/codes/paloalto/latest/paloalto_ca/0- 0-0-61402 8 Palo Alto Municipal Code Section 2.20.010 https://codelibrary.amlegal.com/codes/paloalto/latest/paloalto_ca/0- 0-0-61282 Item 2 Item 2 Staff Report Item 2: Staff Report Pg. 3 Packet Pg. 9 of 474 Eligibility Requirements11 Members shall be either members of the Architectural Review Board or shall be professional visual artists, professional visual arts educators, professional visual arts scholars or visual arts collectors whose authorities and skills are known and respected in the community and whenever feasible, who have demonstrated interest in, and have participated in, the arts program of the City of Palo Alto. Stormwater Management Oversight Committee (SWMOC) Number of Vacancies and Term Dates 2 Full Term Vacancies 11/1/2026 - 10/31/2030 Seat Number 2, 3 Number of Applicants 7 Number of Candidates to Interview Up to 6 Number of Votes per Councilmember 4 Eligibility Requirements12 Each Committee member shall be a resident of Palo Alto, an employee of a business located in Palo Alto or an owner of real property within the City. FISCAL/RESOURCE IMPACT None. STAKEHOLDER ENGAGEMENT City staff publicized the recruitment through the following methods: Electronic distribution via the City’s Uplift Local community newsletter, City Clerk’s Office newsletter, City’s website, and City’s social media channels; Physical posting and flyer distribution at City facilities, including libraries, community centers, and City Hall; Print and online ads in the Palo Alto Daily Post and Palo Alto Weekly; and Outreach to previous applicants, community-based organizations and groups related to the commissions’ purview. 11 Palo Alto Municipal Code Section 2.18.020 https://codelibrary.amlegal.com/codes/paloalto/latest/paloalto_ca/0-0-0-61257 12 Resolution 10310 https://recordsportal.paloalto.gov/WebLink/DocView.aspx?id=897189&dbid=0&repo=PaloAlto Item 2 Item 2 Staff Report Item 2: Staff Report Pg. 4 Packet Pg. 10 of 474 ENVIRONMENTAL REVIEW ATTACHMENTS APPROVED BY: Item 2 Item 2 Staff Report Item 2: Staff Report Pg. 5 Packet Pg. 11 of 474 Human Relations Commission Application Submitted on 2 September 2026, 1:22PM Receipt number 91 Related form version 18 Personal Information Name Anna Stepanov Cell Phone Number Home Phone Number Email Address Are you a Palo Alto resident?Yes Address City Palo Alto Postal Code 94301 Do you have any relatives or members of your household who are employed by the City of Palo Alto, who are currently serving on the City Council, or who are Commissioners or Board Members? No Are you available and committed to complete the term applied for? Yes Fair Political Practices California state law requires board/commission members to file a disclosure of financial interests (Fair Political Practices Commission, Conflict of Interest, Form 700). Do you/your spouse have an investment in, or do you or your spouse serve as an officer or director of, a company doing business in Palo Alto which you believe is likely to: 1. Engage in business with the City; 2. Provide products or services for City projects; or 3. Be affected by decisions of this Board or Commission? No 1 of 3 Item 2 Attachment A - HRC Applications - Redacted Item 2: Staff Report Pg. 6 Packet Pg. 12 of 474 Excluding your principal residence, do you or your spouse own real property in Palo Alto? No How did you learn about the vacancy on the Human Relations Commission? City Website Consent to Publish Personal Information on the City of Palo Alto Website Read the code, and check only ONE option below:I request that the City of Palo Alto redact my home address, phone numbers, and email address from the attached Board and Commission Application prior to posting to the City’s website. Personal and Job Experience Occupation Technology Executive / Senior Director of Product Management Please list your relevant education, training, experience, certificates of training, licenses, and professional registration. If describing work experience, please include company/employer name and occupation. B.S. in Computer Science, University of California, Santa Cruz. More than 20 years of experience in technology and product leadership, including senior leadership roles at Meta, Amazon, FireEye, and McAfee. Currently Senior Director of Product Management at Meta, where I lead large, cross-functional organizations and initiatives. My experience includes strategic planning, organizational leadership, managing complex programs, developing data-driven solutions, and working across diverse stakeholders to solve challenging problems. Please describe your involvement in community activities, volunteer and civic organizations, including dates and any offices held. Over the years, much of my community involvement centered around my two daughters, including volunteering with their schools and sports activities. As a single mother with a demanding career, my time for formal civic and volunteer roles was limited. Now that my daughters are adults, I am at a point in my life where I have both the time and a strong desire to become more deeply involved in serving my community. Having grown up in Palo Alto and now living here as an adult, I am particularly motivated to give back to the community that has been such an important part of my life. I see service on the Human Relations Commission as an opportunity to contribute my experience and energy while learning from and working alongside others. Application Questions 1. Why are you interested in serving on the Human Relations Commission and what experience would you bring to the position? I grew up in Palo Alto, attended Gunn High School, have stayed close to my parents who’ve lived here for close to 40 years, and I now live downtown. This community has been an important part of my life for decades, and I am at a point where I would like to give back through public service. I care deeply about supporting vulnerable members of our community, particularly people experiencing homelessness and housing insecurity. Professionally, I have spent more than 20 years leading teams through complex problems, bringing together people with different perspectives, using data to inform decisions, and turning ideas into measurable outcomes. I would bring that experience to the Commission, along 2 of 3 Item 2 Attachment A - HRC Applications - Redacted Item 2: Staff Report Pg. 7 Packet Pg. 13 of 474 with curiosity, empathy, and a willingness to listen and learn. 2. Please describe an issue that recently came before the Commission that is of particular interest to you and describe why you are interested in it. Archived video meetings are available from the Midpen Media Center. Housing insecurity and homelessness are of particular interest to me. I believe a community with Palo Alto’s resources and talent should aspire to make homelessness rare, brief, and nonrecurring. I am especially interested in understanding the different circumstances that lead people to become unhoused and matching solutions to those needs, rather than treating homelessness as a single problem. I also believe we should measure whether our efforts are producing lasting, durable outcomes, including successful transitions to stable housing. I would welcome the opportunity to learn from people with lived experience, service providers, City and County partners, and other members of our community as the HRC considers how Palo Alto can respond with both compassion and effectiveness. 3. If you are appointed, what specific goals would you like to see the Human Relations Commission achieve, and how would you help in the process? I would like to see the HRC focus on a small number of areas where it can have meaningful, measurable impact for Palo Alto’s most vulnerable residents. This includes homelessness and housing insecurity, but also ensuring that all members of our community feel heard, respected, and able to access the support they need. I would bring a practical, outcomes-oriented approach: listening to residents and people with lived experience, using data to understand problems, bringing diverse stakeholders together, and helping turn good ideas into achievable plans. Most importantly, I would come prepared to listen and learn before advocating for solutions. 4. Human Relations Commission Members work with the documents listed below. If you have experience with any of these documents, please describe that experience. Experience with these documents is not required for selection. Human Services Needs Assessment (2024) Muni Code 9.72 – Mandatory Response Program Community Services Element of the Comprehensive Plan (2017) I don’t have experience with any of these documents. If you'd like to provide any additional documents, please upload below. Please confirm that you have read the Boards and Commissions Handbook. View the Boards and Commissions Handbook. Yes Signature Name of signatory: Anna Stepanov Link to signature Date Completed 09/02/2026 3 of 3 Item 2 Attachment A - HRC Applications - Redacted Item 2: Staff Report Pg. 8 Packet Pg. 14 of 474 Human Relations Commission Application Submitted on 25 August 2026, 1:26PM Receipt number 86 Related form version 18 Personal Information Name Anne-Marie Duliege Cell Phone Number Home Phone Number Email Address Are you a Palo Alto resident?Yes Address City Palo Alto Postal Code 94303 Do you have any relatives or members of your household who are employed by the City of Palo Alto, who are currently serving on the City Council, or who are Commissioners or Board Members? No Are you available and committed to complete the term applied for? Yes Fair Political Practices California state law requires board/commission members to file a disclosure of financial interests (Fair Political Practices Commission, Conflict of Interest, Form 700). Do you/your spouse have an investment in, or do you or your spouse serve as an officer or director of, a company doing business in Palo Alto which you believe is likely to: 1. Engage in business with the City; 2. Provide products or services for City projects; or 3. Be affected by decisions of this Board or Commission? No 1 of 4 Item 2 Attachment A - HRC Applications - Redacted Item 2: Staff Report Pg. 9 Packet Pg. 15 of 474 Excluding your principal residence, do you or your spouse own real property in Palo Alto? No How did you learn about the vacancy on the Human Relations Commission? Email from the City Consent to Publish Personal Information on the City of Palo Alto Website Read the code, and check only ONE option below:I request that the City of Palo Alto redact my home address, phone numbers, and email address from the attached Board and Commission Application prior to posting to the City’s website. Personal and Job Experience Occupation Physician, Chief Medical Officer, Board Member of a biotechnology company and non-profit organizations. Please list your relevant education, training, experience, certificates of training, licenses, and professional registration. If describing work experience, please include company/employer name and occupation. • MD from Paris Medical School • MS in Epidemiology from Harvard School of Public Health • MS in Biostatistics from Paris Medical School • Medical license in California • Board certification in pediatrics (France) • Adjunct Clinical Assistant Professor at Stanford/Lucile Packard Children’s Hospital. I have 30+ years of executive and board leadership in biopharma and nonprofit health organizations. • As Board Director, California Institute for Regenerative Medicine (CIRM), I serve on the Application Review, Finance, IP/Industry, and Governance committees and help guide $5.5B in public funding, evaluating and awarding grants to research institutions and companies advancing stem cell therapies. • As Deputy Director, the Bill & Melinda Gates Foundation, I managed an investment portfolio across drugs, vaccines, and diagnostics. • Additional roles include Chief Medical Officer in several local biopharmaceutical companies, and Board Chair of FE Pharmaceuticals. Please describe your involvement in community activities, volunteer and civic organizations, including dates and any offices held. • Volunteer with the East Palo Alto adult literacy program (2026) • Volunteered with the Ravenswood Classroom Partners/Costano Elementary School in East Palo Alto (2026), helping young children overcome challenges with their reading skills. • Board Member of the California Institute for Regenerative Medicine (CIRM) since 2012, including committee service on Application Review, Finance, IP/Industry, and Governance, helping guide public research funding for the benefit of Californians. • Board Member (and Chairperson, 2015–2019) of Global Strategies for HIV Prevention since 2010 (which empowers communities in neglected areas of the world to improve the lives of women and children through healthcare). • Board of the AIDS Vaccine Advocacy Coalition (AVAC) from 2005–2023 and now as a strategic advisor (2024–present). Its mission is to accelerate the ethical development of effective HIV prevention options. 2 of 4 Item 2 Attachment A - HRC Applications - Redacted Item 2: Staff Report Pg. 10 Packet Pg. 16 of 474 • Member of Women in Bio (EWIB), How Women Lead (HWL), Stanford Women on Boards. Application Questions 1. Why are you interested in serving on the Human Relations Commission and what experience would you bring to the position? I would like to serve on the Human Relations Commission because I believe strong communities are built when people feel respected, heard, and included—and when differences become an opportunity for dialogue rather than division. As a long-time Palo Alto resident, I would welcome the opportunity to contribute to the community I call home. I would bring: • More than 30 years of leadership in for-profit, academic, and non-profit organizations, with extensive experience in governance, ethics, patient advocacy, and community engagement. • A collaborative spirit, thoughtful listening, sound judgment, and a strong commitment to equity and the well-being of all Palo Alto residents. • As a member of the California Institute for Regenerative Medicine’s governing board, I help oversee the allocation of public funds, a work that demands fairness, transparency, accountability, and careful consideration of community impact. 2. Please describe an issue that recently came before the Commission that is of particular interest to you and describe why you are interested in it. Archived video meetings are available from the Midpen Media Center. One issue that particularly interests me is the HRC’s work on Fair Chance in Housing and how the use of criminal-history in rental housing decisions can disproportionately affect vulnerable populations. I would aim to find the right balance between fairness and legitimate safety concerns. I would bring a pragmatic approach to this policy, with particular attention to understanding the perspectives of affected communities, evaluating the evidence, and developing recommendations that are equitable and implementable, desirable from a human-rights perspective, yet legally and administratively feasible. I have worked at the intersection of policy, ethics, science, and community needs, often weighing competing perspectives and assessing how decisions affect vulnerable populations,. My experience in governance, patient advocacy, and overseeing public funding has taught me to ask if a policy is well-intentioned, and also fair, effective, and responsive to those it is intended to serve. 3. If you are appointed, what specific goals would you like to see the Human Relations Commission achieve, and how would you help in the process? I suggest the Commission pursue three concrete goals. • Help advance Fair Chance Housing from policy development to effective implementation, including clear information for tenants and landlords and measures to assess its impact. • Help ensure that community investments are directed toward Palo Alto’s most pressing unmet needs and achieve meaningful benefits for vulnerable residents, such as supportive services for unhoused people, affordable childcare, transportation, etc. • Strengthening the Commission’s connection with residents, particularly those whose voices are less often heard, through community listening and follow-up on the issues they identify. In this context, I believe my more than 30 years of experience - including 20 years on boards- evaluating evidence, developing and implementing policy, and working with diverse stakeholders, would serve the HRC well. 3 of 4 Item 2 Attachment A - HRC Applications - Redacted Item 2: Staff Report Pg. 11 Packet Pg. 17 of 474 4. Human Relations Commission Members work with the documents listed below. If you have experience with any of these documents, please describe that experience. Experience with these documents is not required for selection. Human Services Needs Assessment (2024) Muni Code 9.72 – Mandatory Response Program Community Services Element of the Comprehensive Plan (2017) I have no current experience with these three documents, but if selected, I will study them. The Human Services Needs Assessment is particularly relevant to my experience. I value the fact that the HRC is not just identifying needs; it has a role in deciding how limited public resources should be directed toward those needs. That is a particularly good fit with my background in evidence-based decision-making and resource allocation. Throughout my career, I have evaluated community and population needs, assessed programs and funding priorities, and translated complex information into responsible recommendations. If you'd like to provide any additional documents, please upload below. Please confirm that you have read the Boards and Commissions Handbook. View the Boards and Commissions Handbook. Yes Signature Name of signatory: Anne-Marie Duliege Link to signature Date Completed 08/25/2026 4 of 4 Item 2 Attachment A - HRC Applications - Redacted Item 2: Staff Report Pg. 12 Packet Pg. 18 of 474 Human Relations Commission Application Submitted on 29 August 2026, 8:20PM Receipt number 89 Related form version 18 Personal Information Name Art Robinson Cell Phone Number Home Phone Number Email Address Are you a Palo Alto resident?Yes Address City Palo Alto Postal Code 94306 Do you have any relatives or members of your household who are employed by the City of Palo Alto, who are currently serving on the City Council, or who are Commissioners or Board Members? No Are you available and committed to complete the term applied for? Yes Fair Political Practices California state law requires board/commission members to file a disclosure of financial interests (Fair Political Practices Commission, Conflict of Interest, Form 700). Do you/your spouse have an investment in, or do you or your spouse serve as an officer or director of, a company doing business in Palo Alto which you believe is likely to: 1. Engage in business with the City; 2. Provide products or services for City projects; or 3. Be affected by decisions of this Board or Commission? No 1 of 3 Item 2 Attachment A - HRC Applications - Redacted Item 2: Staff Report Pg. 13 Packet Pg. 19 of 474 Excluding your principal residence, do you or your spouse own real property in Palo Alto? No How did you learn about the vacancy on the Human Relations Commission? City Website Consent to Publish Personal Information on the City of Palo Alto Website Read the code, and check only ONE option below:I request that the City of Palo Alto redact my home address, phone numbers, and email address from the attached Board and Commission Application prior to posting to the City’s website. Personal and Job Experience Occupation kinesiologist Please list your relevant education, training, experience, certificates of training, licenses, and professional registration. If describing work experience, please include company/employer name and occupation. Masters Kinesiology; Certified Personal Trainer (ACSM-CPT) Please describe your involvement in community activities, volunteer and civic organizations, including dates and any offices held. volunteer VA Palo Alto & SF General Hospital Application Questions 1. Why are you interested in serving on the Human Relations Commission and what experience would you bring to the position? I am an African‑American resident of Palo Alto since 1980, shaped by decades of lived experience within this community. My professional background, including work as a personal trainer and service‑oriented roles, reflects a commitment to supporting people through empathy, communication, and wellness. I bring a grounded perspective informed by longevity, cultural insight, and a deep understanding of the city’s evolving needs. 2. Please describe an issue that recently came before the Commission that is of particular interest to you and describe why you are interested in it. Archived video meetings are available from the Midpen Media Center. As an African‑American resident of Palo Alto since 1980, I have witnessed the city grow while many underserved, elderly, and uninformed community members continue to face barriers to access. I want to serve as a clear and consistent voice for those who are often overlooked, ensuring their needs and perspectives are represented in city discussions. My goal is to help make Palo Alto more welcoming to new residents by increasing awareness of city resources and strengthening pathways to support for all. 3. If you are appointed, what specific goals would you like to see the Human Relations Commission achieve, and how would you help in the process? My goal is to help the Human Relations Commission strengthen community connection by ensuring long‑term residents, new residents, and underserved groups feel heard and supported. I will be present and actively participate in meetings, bringing forward concerns I gather from listening to people at work, while shopping, and during city‑sponsored events. I aim to help the 2 of 3 Item 2 Attachment A - HRC Applications - Redacted Item 2: Staff Report Pg. 14 Packet Pg. 20 of 474 Commission identify and prioritize these issues so we can develop practical, community‑centered solutions. 4. Human Relations Commission Members work with the documents listed below. If you have experience with any of these documents, please describe that experience. Experience with these documents is not required for selection. Human Services Needs Assessment (2024) Muni Code 9.72 – Mandatory Response Program Community Services Element of the Comprehensive Plan (2017) no experience other than what has been presented in the local media. If you'd like to provide any additional documents, please upload below. Please confirm that you have read the Boards and Commissions Handbook. View the Boards and Commissions Handbook. Yes Signature Name of signatory: Art Robinson Link to signature Date Completed 08/29/2026 3 of 3 Item 2 Attachment A - HRC Applications - Redacted Item 2: Staff Report Pg. 15 Packet Pg. 21 of 474 Human Relations Commission Application Submitted on 27 January 2026, 3:43pm Receipt number 75 Related form version 16 Personal Information Name Cynthia Wood Cell Phone Number Home Phone Number Email Address Are you a Palo Alto resident?Yes Address City Palo Alto Postal Code 94306 Do you have any relatives or members of your household who are employed by the City of Palo Alto, who are currently serving on the City Council, or who are Commissioners or Board Members? No Are you available and committed to complete the term applied for? Yes Fair Political Practices California state law requires board/commission members to file a disclosure of financial interests (Fair Political Practices Commission, Conflict of Interest, Form 700). Do you/your spouse have an investment in, or do you or your spouse serve as an officer or director of, a company doing business in Palo Alto which you believe is likely to: 1. Engage in business with the City; 2. Provide products or services for City projects; or 3. Be affected by decisions of this Board or Commission? No 1 of 3 Item 2 Attachment A - HRC Applications - Redacted Item 2: Staff Report Pg. 16 Packet Pg. 22 of 474 Excluding your principal residence, do you or your spouse own real property in Palo Alto? No How did you learn about the vacancy on the Human Relations Commission? Email from the City Consent to Publish Personal Information on the City of Palo Alto Website Read the code, and check only ONE option below:I request that the City of Palo Alto redact my home address, phone numbers, and email address from the attached Board and Commission Application prior to posting to the City’s website. Personal and Job Experience Occupation Principal Data Scientist Please list your relevant education, training, experience, certificates of training, licenses, and professional registration. If describing work experience, please include company/employer name and occupation. Rice University, Houston, TX Ph.D., Computational & Applied Mathematics, November 2015 M.A., Computational & Applied Mathematics, August 2013 University of California, San Diego, La Jolla, CA B.S., Applied Mathematics, June 2010 Principal Data Scientist | Genentech, South San Francisco, CA | June 2022-Present Head of Data Science | Source Agent by SAP, Palo Alto, CA | May 2021-May 2022 Senior Data Scientist/Recommendations Team Lead | SAP Ariba, Palo Alto,CA | January 2017-May 2021 Data Scientist | Coinalytics/Skry (Acquired by Bloq), Palo Alto, CA | November 2015-December 2016 Please describe your involvement in community activities, volunteer and civic organizations, including dates and any offices held. Palo Alto Chamber of Commerce Senior Fellow | Palo Alto Chamber of Commerce & Visitor Center, Palo Alto, CA| August 2024-May 2025 - Actively engage as a leader to impact Palo Alto and the broader Silicon Valley. - Develop connections with community, government and business leaders. Palo Alto Community Child Care Board of Directors| PACCC, Palo Alto, CA | August 2022-Present - Advocate for accessible childcare at the local, county and state levels. - Board Development Committee Chair for the 2023- 2024 fiscal year . Led Bylaws revision and Board approval.In addition, supported off-cycle and regular recruiting process. - Incoming Chair for 2025-2026 FY; - Serve as Secretary and leader of the Audit Committee, providing financial oversight for the 2024-2025 fiscal year. Application Questions 2 of 3 Item 2 Attachment A - HRC Applications - Redacted Item 2: Staff Report Pg. 17 Packet Pg. 23 of 474 1. Why are you interested in serving on the Human Relations Commission and what experience would you bring to the position? I have a deep interest on making an impact in my community. I envision Palo Alto to continue fostering a culture of inclusivity and belonging. I believe this is best achieved through listening to people needs. 2. Please describe an issue that recently came before the Commission that is of particular interest to you and describe why you are interested in it. Archived video meetings are available from the Midpen Media Center. Youth Mental Health & Suicide Prevention. In 2015, I started working in Palo Alto and commuting via Caltrain. Soon after, I noticed that sometimes my commute was affected by Caltrain trespassers. What was shocking to me was to learn they were high school students. While initially upset for the delay in my commute, I found very sad to learn the much bigger issue that caused it. As a parent who permanently move to Palo Alto in 2017, the initial move seem scary. I care about supporting youth mental health for my children, their friends and those I may not know that are part of this community. I believe the city is partnering with the Jed Foundation and the community already and would like to see this type of outcome driven partnerships continue. 3. If you are appointed, what specific goals would you like to see the Human Relations Commission achieve, and how would you help in the process? The goal of promoting fair treatment of all residents especially those related to vulnerable populations as well as safety in the community. To help in the process I would start by informing myself on discussion topics, listen really well to the community needs regarding the aforementioned topics to understand the needs rather than my assumptions, and consider possible solutions to provided well-rounded advice 4. Human Relations Commission Members work with the documents listed below. If you have experience with any of these documents, please describe that experience. Experience with these documents is not required for selection. Human Services Needs Assessment (2024) Muni Code 9.72 – Mandatory Response Program Community Services Element of the Comprehensive Plan (2017) At the moment, I am not. However, I will start studying these documents now. If you'd like to provide any additional documents, please upload below. Please confirm that you have read the Boards and Commissions Handbook. View the Boards and Commissions Handbook. Yes Signature Name of signatory: Cynthia Wood Uploaded signature image: Cynthia_Wood_Signature.png Date Completed 01/26/2026 3 of 3 Item 2 Attachment A - HRC Applications - Redacted Item 2: Staff Report Pg. 18 Packet Pg. 24 of 474 Human Relations Commission Application Submitted on 26 August 2026, 2:05PM Receipt number 87 Related form version 18 Personal Information Name Ellen Bob Cell Phone Number Home Phone Number Email Address Are you a Palo Alto resident?Yes Address City Palo Alto Postal Code 94306 Do you have any relatives or members of your household who are employed by the City of Palo Alto, who are currently serving on the City Council, or who are Commissioners or Board Members? No Are you available and committed to complete the term applied for? Yes Fair Political Practices California state law requires board/commission members to file a disclosure of financial interests (Fair Political Practices Commission, Conflict of Interest, Form 700). Do you/your spouse have an investment in, or do you or your spouse serve as an officer or director of, a company doing business in Palo Alto which you believe is likely to: 1. Engage in business with the City; 2. Provide products or services for City projects; or 3. Be affected by decisions of this Board or Commission? No 1 of 4 Item 2 Attachment A - HRC Applications - Redacted Item 2: Staff Report Pg. 19 Packet Pg. 25 of 474 Excluding your principal residence, do you or your spouse own real property in Palo Alto? No How did you learn about the vacancy on the Human Relations Commission? Email from the City Consent to Publish Personal Information on the City of Palo Alto Website Read the code, and check only ONE option below:I request that the City of Palo Alto redact my home address, phone numbers, and email address from the attached Board and Commission Application prior to posting to the City’s website. Personal and Job Experience Occupation Retired Please list your relevant education, training, experience, certificates of training, licenses, and professional registration. If describing work experience, please include company/employer name and occupation. My professional work history has been community-based in Palo Alto. I bring experience from the non-profit, for-profit, and consumer cooperative worlds. I recently retired from non-profit management at Congregation Etz Chayim as Executive Director where I served for 15 years. Before that I was the co-owner of bob and bob, a shop in downtown Palo Alto for 25 years which served as a de facto community and cultural center. I started my career in the area as the Editor of the Palo Alto Co-op News with a circulation of over 30,000 households. I have always been interested in figuring how to help different groups work together toward common goals. As a student at Los Altos High, I served as a Student Government officer and participated in Model UN. I am constantly looking for ways to improve my skills to help everyone get along. I hold certificates in mediation, mental health first aid, suicide prevention, and gun violence prevention. Most recently I took de-escalation training. Please describe your involvement in community activities, volunteer and civic organizations, including dates and any offices held. I was a mediator in the Palo Alto Mediation program 2010-2011. I served on the committee to celebrate the 125th anniversary of Palo Alto in 2020, organizing faith communities and student musical groups to participate. I hosted legal training for Palo Alto houses of worship about their rights and responsibilities with immigration enforcement in 2025. I leased part of the Etz Chayim space to Spark Church, creating a unique model in Palo Alto for interfaith cooperation. I supported the food distribution in the Etz Chayim parking lot organized by St. Andrews Church, serving 100s of households weekly. When my 3 children were at Gunn, 1998-2009, I was active in the Choir and Theater Boosters. I was a volunteer usher at Theatreworks and baked brownies for the Palo Alto Children's Theater. I served on the board and as President of the Mid-Peninsula Jewish Community Day School (now Hausner) 1991-2001. I worked with neighbors of the Arastradero Road site to be sure their concerns were heard. 2 of 4 Item 2 Attachment A - HRC Applications - Redacted Item 2: Staff Report Pg. 20 Packet Pg. 26 of 474 Application Questions 1. Why are you interested in serving on the Human Relations Commission and what experience would you bring to the position? Among the things that attracted me to move to Palo Alto in 1990 was the diversity of the community. Our new block included people with deep roots in town who knew the Duvenecks when they were teens as well as immigrants from Germany, Mexico, China and Israel. I have seen, however, that some Palo Altans have struggled over the years with the changing demographics of our community, including the growth of unhoused neighbors. Whenever I've been invited to a talent show, I wonder how I could showcase my strong skills in bringing a group of people to consensus, to help people understand that what we have in common far exceeds what keeps us apart, and to encourage us to remember that each human being is of infinite worth and deserves respect for that. While I typically end up telling jokes or singing a song for the show, I believe my commitment to respectful dialog and open communication would serve our community well as we confront our challenges. 2. Please describe an issue that recently came before the Commission that is of particular interest to you and describe why you are interested in it. Archived video meetings are available from the Midpen Media Center. I believe community safety is at the heart of the work of the HRC and the current work plan reflects this. We can see this through their work of supporting the Council in making choices about allocations to non-profits, supporting both youth mental health and youth initiatives such as Pride Day, holding listening sessions to learn about the needs of our senior or our religious minorities, The HRC can be help Council as it navigates the use of surveillance technologies and resident privacy. As the San Antonio Area Plan becomes more detailed, the HRC needs to be paying attention to the impact it has on current residents and the safety and comfort of future residents. This is a huge and exciting project and the HRC needs to be paying attention to the human impact. If every resident and worker in Palo Alto, regardless of background or status, feels welcome, supported, and unafraid to walk our streets, the HRC will be doing a good job. 3. If you are appointed, what specific goals would you like to see the Human Relations Commission achieve, and how would you help in the process? I want Palo Alto to be a City where everyone is safe and feels respected. This can be achieved through a number of means which include active listening to a wide range of residents, strategic thinking and tactical implementation. We need to hold more meetings between communities or entities who are in tension with each other such as the meetings the HRC organized between the police and the Jewish community or the listening sessions with Muslim and Jewish residents. Community Mental Health is also of paramount importance and while it's difficult to figure out how government can best support it, the HRC needs to continue to explore both best practices and opportunities for innovation. My experience on community boards tells me that we often don't know what issues are going to come up during our tenure. I have developed skills to listen to what is really important to people at any tim and help them coalesce around shared interests. That's the super power that I bring to the table. 4. Human Relations Commission Members work with the documents listed below. If you have experience with any of these documents, please describe that experience. Experience with these documents is not required for selection. Human Services Needs Assessment (2024) Muni Code 9.72 – Mandatory Response Program I do not have experience with these documents. unafrau 3 of 4 Item 2 Attachment A - HRC Applications - Redacted Item 2: Staff Report Pg. 21 Packet Pg. 27 of 474 Community Services Element of the Comprehensive Plan (2017) If you'd like to provide any additional documents, please upload below. Please confirm that you have read the Boards and Commissions Handbook. View the Boards and Commissions Handbook. Yes Signature Name of signatory: Ellen Bob Link to signature Date Completed 08/26/2026 4 of 4 Item 2 Attachment A - HRC Applications - Redacted Item 2: Staff Report Pg. 22 Packet Pg. 28 of 474 Human Relations Commission Application Submitted on 20 August 2026, 9:57PM Receipt number 84 Related form version 18 Personal Information Name Haylea Hannah Cell Phone Number Home Phone Number Email Address Are you a Palo Alto resident?Yes Address City Palo Alto Postal Code 94301 Do you have any relatives or members of your household who are employed by the City of Palo Alto, who are currently serving on the City Council, or who are Commissioners or Board Members? No Are you available and committed to complete the term applied for? Yes Fair Political Practices California state law requires board/commission members to file a disclosure of financial interests (Fair Political Practices Commission, Conflict of Interest, Form 700). Do you/your spouse have an investment in, or do you or your spouse serve as an officer or director of, a company doing business in Palo Alto which you believe is likely to: 1. Engage in business with the City; 2. Provide products or services for City projects; or 3. Be affected by decisions of this Board or Commission? No 1 of 4 Item 2 Attachment A - HRC Applications - Redacted Item 2: Staff Report Pg. 23 Packet Pg. 29 of 474 Excluding your principal residence, do you or your spouse own real property in Palo Alto? No How did you learn about the vacancy on the Human Relations Commission? Email from the City City Website Consent to Publish Personal Information on the City of Palo Alto Website Read the code, and check only ONE option below:I request that the City of Palo Alto redact my home address, phone numbers, and email address from the attached Board and Commission Application prior to posting to the City’s website. Personal and Job Experience Occupation Director of Research, California Mental Health Services Authority Please list your relevant education, training, experience, certificates of training, licenses, and professional registration. If describing work experience, please include company/employer name and occupation. PhD-trained epidemiologist who is Director of Research for California Mental Health Services Authority. I support County Behavioral Health Departments in delivery of specialty behavioral health services to people who are uninsured or enrolled in Medi- Cal. I previously worked for Marin County Health & Human Services where I led wastewater and substance use research, community-wide surveys, and responded to the COVID-19 pandemic, including producing weekly maps to guide equitable vaccine distribution. I am passionate about integrating perspectives of people impacted by policies in their design, implementation, and evaluation. My dissertation project, funded by a grant from the National Institute of Justice, evaluated the impact of jail-based opioid use disorder treatment policies in California. I interviewed people who were formerly incarcerated and living with a substance use disorder and evaluated how offering opioid agonists in jail influenced county-wide death and arrest rates. Please describe your involvement in community activities, volunteer and civic organizations, including dates and any offices held. In Marin County, I supported many community-based organizations serving underserved communities. I provided technical support to OD Free Marin, a community collaborative working to prevent overdoses. I facilitated community conversations about strategies at OD Free Marin's annual events. I collaborated with SUD treatment and harm reduction providers to conduct interviews with people who use drugs to integrate their preferences into overdose prevention and treatment programs. I also volunteer for Seeds of Hope (2022 to date), a community-led event providing services to people experiencing homelessness. I served as Event Co-Chair of UNC-Chapel Hill Relay for Life (2011-12), a Vice position to Executive Director. I supervised the work of 3 sub-committee chairs and liaised directly with the American Cancer Society to meet targets. I also was Co-Chair of the Entertainment Committee (2010-11), which was responsible for securing entertainment for annual and routine fundraising events. 2 of 4 Item 2 Attachment A - HRC Applications - Redacted Item 2: Staff Report Pg. 24 Packet Pg. 30 of 474 Application Questions 1. Why are you interested in serving on the Human Relations Commission and what experience would you bring to the position? I am passionate about addressing structural forces that drive how people experience the world, and am excited for the opportunity to influence equity in my community. I have spent my career providing data to drive equitable delivery of services. During COVID-19, I provided equity-based prioritization maps to community-based organizations for vaccine delivery. I have a wealth of personal and professional experience supporting people living with mental health and substance use disorders, and returning to the community from incarceration, including studying how these conditions affect marginalized groups (e.g., people experiencing homelessness or living with disabilities, BIPOC, immigrants). I hope to bring these experiences to the HRC by uplifting the voices of these groups, offering expertise in translating scientific evidence to drive evidence-based decision making, and ensuring the committee has optimal infrastructure to engage all community members. 2. Please describe an issue that recently came before the Commission that is of particular interest to you and describe why you are interested in it. Archived video meetings are available from the Midpen Media Center. Increasing responsiveness to mental health crises is of particular interest to me. I have family members who have benefited from emergency mental health aid during crises. At work, I advocate for and study the most effective prevention and treatment resources for people living with behavioral health conditions with Medi-Cal or who are uninsured. I’ve seen firsthand how mental health and substance use are intertwined – open community conversations support those who are struggling. Family and friends need the right tools to facilitate their loved ones’ getting the help they need to change the trajectory of their lives. Suicide has resulted in the loss of too many Palo Alto residents, and HRC has a unique role to empower residents to save each other. I also appreciated the discussion of HRCs role in housing equity. Housing is a human right--research shows that addressing homelessness impacts so many things affecting our community, including public health, suicide and substance use. 3. If you are appointed, what specific goals would you like to see the Human Relations Commission achieve, and how would you help in the process? Palo Alto has one of the lowest overdose rates in Santa Clara, and one of the highest non-fatal overdose rates. This suggests that we have resources to respond to overdoses when they occur, yet there is a gap in safe substance use. Some of this gap might be driven by Palo Alto’s high suicide rate, and substance use that is related to underlying mental health conditions. The HRC can facilitate conversations to reduce stigma for mental health and substance use disorders and treatment, and advocate for culturally competent programs in underserved communities with higher risk. I have experience integrating voices of affected communities in local policy development, and interviewing people who use drugs, are unhoused, or those who were incarcerated. The HRC has a unique position to facilitate conversations with underserved and overlooked communities. These structured conversations can result in targeted recommendations to the Board of Supervisors to uplift community ideas and concerns. 4. Human Relations Commission Members work with the documents listed below. If you have experience with any of these documents, please describe that experience. Experience with these documents is not required for selection. Human Services Needs Assessment (2024) I supported Marin County’s Community Needs Assessment, including obtaining data and producing visuals for public-facing reports to meet Public Health Accreditation requirements. As a Palo Alto resident, I participated in the HSNA last year at Safeway! Additionally, I aided several rounds of Strategic Planning in Marin County, so have experience with gathering 3 of 4 Item 2 Attachment A - HRC Applications - Redacted Item 2: Staff Report Pg. 25 Packet Pg. 31 of 474 Muni Code 9.72 – Mandatory Response Program Community Services Element of the Comprehensive Plan (2017) information to support data-driven comprehensive community planning. As former colleagues, I’m also well positioned to support close partnerships with Santa Clara’s Public Health Department to advance HRCs goals. I have been a renter for over 16 years in many rental markets (CA, WA, GA, NC), and have been in positions where I was in unsuitable rental conditions that involved me personally resolving conflicts with the landlord. As a current renter in Palo Alto, I am well positioned to recognize power imbalances between renters and landlords, and advocate for equitable policies to support rights of all Palo Alto residents. If you'd like to provide any additional documents, please upload below. Haylea_Hannah_CV_2026.pdf Please confirm that you have read the Boards and Commissions Handbook. View the Boards and Commissions Handbook. Yes Signature Name of signatory: Haylea Hannah Link to signature Date Completed 08/20/2026 4 of 4 Item 2 Attachment A - HRC Applications - Redacted Item 2: Staff Report Pg. 26 Packet Pg. 32 of 474 1 Haylea Hannah, PhD, MSPH Phone: Palo Alto, CA 94301 E-mail: OVERVIEW PhD-trained Epidemiologist with extensive experience in applied health research, epidemiology, and program evaluation, specializing in substance use, health policy, mixed methods, and behavioral health epidemiology. My work spans government agencies, academia, and research institutions, where I have led innovative projects, secured federal, state, and local grant funding, and conducted complex statistical analyses and qualitative studies. With a strong background in teaching, mentorship, mixed methods, and applied research, I have contributed to public health advancements through interdisciplinary collaborations and data-driven policy and practice recommendations. Key Skills: Epidemiology; policy analysis; mixed methods; quasi-experimental research designs; Academic- Public partnerships EDUCATION School of Public Health, University of Washington, Seattle, WA Aug 2022 Doctor of Philosophy in Epidemiology (Cumulative GPA: 3.93) Dissertation: Enhancing public health and public safety: informing policies to increase access to medications for opioid use disorder treatment in the criminal legal system Rollins School of Public Health, Emory University, Atlanta, GA May 2015 Master of Science in Public Health in Epidemiology (Cumulative GPA: 3.94) Thesis: Socio-demographic and clinical risk factors associated with TB mortality in the United States, 2009 -2013 University of North Carolina at Chapel Hill, Chapel Hill, NC May 2013 Bachelor of Science in Biology, Minor in Chemistry (Cumulative GPA: 3.20) PROFESSIONAL EXPERIENCE California Mental Health Services Authority, Sacramento, CA Director of Research Jul 2025-Present • Conduct studies and evaluations to assess how changes in behavioral health initiatives impact county behavioral health plans using quasi-experimental methods and other advanced statistical models • Develop CalMHSA’s research agenda in response to statewide policy and County Behavioral Health priorities • Foster partnerships with policy research institutes and academic institutions • Design webinars and trainings for county behavioral health plan leaders and staff on data principles and statewide policies • Direct mixed methods studies integrating insights from quantitative and qualitative data to evaluate behavioral health initiatives, including a study interviewing providers about their experiences implementing a new universal consent form • Identify and apply for grants to advance public behavioral health research initiatives • Direct a team of 5 epidemiologists to deliver on CalMHSA’s research agenda Senior Epidemiologist, Research Team Lead Jan 2024-Jun 2025 • Lead analyses of data from a semi-statewide electronic health record for delivering public behavioral health services using SQL and R • Serve as primary supervisor and mentor to a team of 3 epidemiologists Item 2 Attachment A - HRC Applications - Redacted Item 2: Staff Report Pg. 27 Packet Pg. 33 of 474 2 • Lead a team of 3-5 analysts in developing a suite of PowerBI dashboards to share insights with county stakeholders to improve behavioral healthcare delivery and practice • Design and execute a copula-based simulation model and Bayesian hierarchical model to estimate the number of people with clinical need for evidence-based practices that was used by the California Department of Health Care Services to provide official estimates to all county behavioral health plans in California Marin County Department of Health and Human Services, San Rafael, CA Senior Department Analyst Sept 2022-Dec 2024 • Coordinated pilots and research projects to test implementation of innovations, including a pilot using wastewater for overdose prevention which received national attention from the CDC and media and was funded by two innovation grant awards I wrote and administered • Supported evidence-based policy and program development, implementation, and evaluation in collaboration with subject matter experts and leadership through leading evidence-based reviews and conducting complex epidemiologic analyses • Built research capacity throughout the Division of Public Health through academic partnerships and supporting development of research projects from inception to publication • Managed substance use and wastewater surveillance programs, including reporting, research, and evaluation of surveillance systems (e.g., conducted an evaluation and implemented a refined protocol for non -fatal opioid overdose 911 call surveillance definition) • Managed program budget, funding streams, invoicing, and vendor contracts for wastewater surveillance and overdose prevention, including contracts with wastewater treatment plants, private laboratories (Biobot, Verily, UC Berkeley), and the Office of the Sh errif-Coroner Department Analyst II/Contractor Apr 2017-Aug 2022 • Managed an Emergency Medical Services-based referral program aimed at identifying and connecting people who experience non-fatal drug overdoses to a telemedicine substance use disorder treatment provider • Evaluated programs and policies by conducting analyses using various statewide data sources (hospital, death records, prescription drug monitoring program) and internal databases (911 call response records) • Managed internal and external geographic data on Coronavirus Disease 2019 cases and vaccine distribution to inform community outreach and equity-based vaccine distribution in 2021-2022 • Provided technical expertise in applying advanced epidemiologic and statistical methods CDC/CSTE Applied Epidemiology Fellow Jul 2015-Apr 2017 • Served as California’s local health department representative at the CDC’s Zika Action Plan Summit • Provided epidemiologic support to community programs, including creating maps using ArcGIS to prioritize areas to implement a pilot to improve housing conditions and routinely presenting substance use surveillance data to a community collaborative (RxSafe Marin, now OD Free Marin) • Conducted a county-wide vaccine beliefs survey among parents of kindergarteners to inform local immunization program outreach in midst of a new statewide vaccination policy (SB277) University of Washington, Seattle, WA Study Coordinator Aug 2019-Feb 2020 • Set agendas and lead meetings for members of a multi-national study team across the United States and South Africa for the Prospective Evaluation of Novel Diagnostics for Tuberculosis (PROVE TB) study • Oversee creation and maintenance of study-related standard operation procedures, consent documents, and informational materials • Coordinate specimen transfers between academic and industry partners to advance the evaluation and development of novel TB diagnostics Research and Teaching Assistant Sept 2017-Aug 2019 • Managed a graduate-level training program to provide students with experience in applied epidemiology through methods training and field assignments at state and local health departments • Organized department-wide communication and speaker materials for the Epidemiology Department seminar series (EPI 583) • Authored National Institute of Health (R21 and R25) and internal grants to advance connections between public health practice agencies and academia Item 2 Attachment A - HRC Applications - Redacted Item 2: Staff Report Pg. 28 Packet Pg. 34 of 474 3 National Institute of Justice Fellow in the Social and Behavioral Sciences Feb 2020-Sept 2022 • Designed and conducted a study to evaluate the individual and population -level impact of medications for the treatment of opioid use disorder delivered in county jails in California • Authored and served as Principal Investigator for a National Institute of Justice grant, including study protocols, IRB submissions to California and University of Washington, data requests, and all data collection and analysis related to the project • Led data request process for data requests from multiple California agencies for all arrests, convictions, emergency department visits, hospitalizations and deaths statewide -Conducted in-depth interviews with stakeholders in 26 counties in California to characterize their jail-based medication for opioid use disorder treatment policies • Conducted a quasi-experimental multi-county study using mixed effects modeling to test the impact of jail - based MOUD policies on county-level arrest and public health outcomes. • Led and conducted a qualitative study including semi-structured interviews with 22 individuals who were formerly incarcerated and with a history of substance use in Marin County, California to understand experiences with and perceptions towards jail-based treatment policies Centers for Disease Control and Prevention, SEOIB, DTBE, Atlanta, GA Graduate Research Assistant Oct 2013-May 2015 • Developed a database for the National Surveillance of Severe Adverse Events for LTBI treatment regimens • Conducted a systematic review of the FDA Adverse Event Report System database to assess the reported burden of severe adverse drug reactions due to LTBI treatment • Updated surveillance materials for public dissemination through data cleaning and analysis using SAS 9.4 (Cary, NC) The Aurum Institute, Johannesburg, South Africa CAPRISA Fellow May – Aug 2014 • Co-designed, co-authored, and served as Principal Investigator of a research protocol for a cross -sectional research study to assess women’s knowledge, attitudes, and practices regarding medical male circumcision • Conducted, designed, and authored a research protocol for a retrospective analysis to determine how young men’s perceptions of cultural gender roles, HIV, and gender-based violence relate to sexual risk behaviors • Developed and conducted an evaluation of an electronic appointment system in a medical male circumcision clinic TEACHING EXPERIENCE University of Washington, Seattle, WA Sept 2018-Aug 2022 Teaching Assistant • Developed a global health surveillance module (5 1-hour lectures) and refined course content describing introductory epidemiology methods for a virtual, international course (Introduction to Epidemiology for Global Health) • Lectured about communications, outbreak investigations, data safety, and interviewing for case investigations in a Field Epidemiology course (EPI 594: Field Epidemiology) • Guest lectured annually for graduate courses in Disaster Epidemiology (ENVH 506: Disasters in Public Health) • Developed an interactive lecture about quantitative bias analysis, held office hours, and graded course content (EPI 515: Advanced Epidemiologic Methods) Tutor Sept 2018-Jun 2021 • Tutored PhD and MPH students in epidemiologic methods and introductory biostatistics Dominican University, San Rafael, CA Jan 2016-Present Adjunct Faculty (Jan-May 2016) and Guest Lecturer (Present) • Designed an undergraduate course in Global Health (PH3100): authoring a syllabus, lectures, and assignments • Served as a co-instructor for an undergraduate course in Global Health (PH3100) Item 2 Attachment A - HRC Applications - Redacted Item 2: Staff Report Pg. 29 Packet Pg. 35 of 474 4 • Guest lecture for several undergraduate courses in Epidemiology and Public Health Touro University, Vallejo, CA Jun 2016, Sept 2023 Invited guest lecturer in a graduate-level Program Evaluation and Needs Assessment and Health Policy and Management course Emory University, Epidemiology Department, Atlanta, GA Graduate Teaching Assistant for Epidemiologic Methods II (EPI 534) Jan-Apr 2015 • Taught a weekly laboratory session for 26 graduate students on the statistical foundations of epidemiology • Developed and graded course materials in collaboration with a team of 6 graduate students and 3 professors Graduate Teaching Assistant for Case Studies in Infectious Diseases (EPI 540) Aug-Dec 2014 • Provided academic and lecturing assistance to students in RSPH’s largest elective course with around 150 graduate students enrolled ACADEMIC SERVICE University of Washington, Curriculum Development Committee, Seattle, WA Dec 2020-Apr 2022 • Reviewed anti-racism course development plans and syllabi for Epidemiology courses each quarter University of Washington, Exploration Seminar Development, Sendai, Japan Jul-Dec 2019 • Served as a student representative for the School of Public Health for development of a study abroad exploration seminar on the health impacts of the Great East Japan Earthquake as part of a multi -national collaboration with Tohoku University in Sendai, Japan • Completed Tohoku University’s APRU-IRIDeS Summer Program with a focus on working with multi- disciplinary, international stakeholders to develop Disaster Risk Reduction plans • Met with research and educational partners at Tohoku University to discuss opportunities for international collaborations and student research projects University of Washington, Public Health Practice Fellowship Panel, Seattle, WA. Sept 2017-Dec 2019 • Arranged several public health practice fellowship panels for undergraduate and graduate students interested in pursuing careers in applied public health • Routinely meet with students interested in applied epidemiology to provide mentorship Emory University, Student Outbreak and Response Team (SORT), Atlanta, GA Dec 2013-Dec 2014 • Acted as first point-of-contact for partnerships with the CDC Emergency Operations Center, Center for Emergency Preparedness and Response, and the DeKalb County Board of Health • Organized events related to emergency preparedness and outbreak response for the Rollins School of Public Health and the Emory community • Assisted the CDC Emergency Operations Center during outbreak responses by conducting phone interviews, risk assessments, data entry, and data cleaning • Co-wrote and led an interactive tabletop exercise about emergency response to a snowstorm in Atlanta for 40 participants SELECTED FUNDING HISTORY Enhancing Public Health and Public Safety: Informing Policies and Programs to Increase Access to Medications for Opioid Use Disorder Treatment in the Criminal Justice System Principal Investigator: Haylea Hannah; Mentor: Ali Rowhani -Rahbar Role: Principal Investigator [50% FTE] Funding Source: National Institutes of Justice Dissertation Fellowship in the Social and Behavioral Sciences [2019R2-CX-0006] Total Direct Costs: $145,611 Project Date: 01/01/2020-09/15/2022 Goal: Evaluate the individual and population -level impact of medications for the treatment of opioid use disorder delivered in county jails in California WePrOTECT (Wastewater-based Epidemiology for the Prevention of Overdoses through Timely, Evidence-based Community action & Treatment Project Lead: Haylea Hannah Role: Principal Investigator and Project Lead Item 2 Attachment A - HRC Applications - Redacted Item 2: Staff Report Pg. 30 Packet Pg. 36 of 474 5 Funding Source: County of Marin Innovation Grant Total Costs: $16,000 Project Date: 02/01/2023-07/31/2023 Goal: Evaluate the utility of wastewater data for overdose prevention and assess perceptions towards wastewater surveillance of high -risk substances among people who use drugs, including if and how they would like information shared Assessment of correlations between levels of substance use disorder treatment medications in wastewater and treatment encount ers in Marin County, California Project Lead: Haylea Hannah Role: Project Lead Funding Source: PHI County Overdose Prevention Network Total Costs: $32,000 Project Date: 07/01/2024-09/15/2024 Goal: Evaluate the utility of wastewater monitoring for substance use disorder treatment and prevention by testing banked wastewater samples for medications for opioid use disorder treatment and naloxone and their metabolites and examining their correlations with treatment encounters HONORS AND AWARDS • County of Marin Innovation Grant (2023) • Magnuson Scholarship, University of Washington (2020 -2021) • National Institutes of Justice, Graduate Research Fellowship in the Social and Behavioral Sciences (2019 - 2022) • Exceptional Student Award, Washington State Public Health Association (2019) • Competitively selected to participate in Yale University’s Innovation to Impact program (2021) • Honorable Mention for Outstanding Student or Post -Degree Abstract at the International Society of Disease Surveillance 2019 Annual Conference (2019) • Top Scholar Award at the University of Washington (2017 -2018) • Outstanding Team of the Quarter from the Marin County Department of Health and Human Services (2017) • Finalist - APHA Aging and Public Health Section’s James G. Zimmer New Investigator Research Award (2016) • Phi Chapter of the Delta Omega Honorary Society (2015) • CAPRISA Fellowship (2014) • Lettie P. Whitehead Scholarship at Emory University (2014, 2015) • Selected as a participant for the Clinic on the Meaningful Modeling of Epidemiologic Data (2015) • Honors Commendation in Biology at the University of North Carolina at Chapel Hill (2013) MEDIA CBS News Bay Area, The Washington Post, KQED, SF Standard, Drug Topics Magazine, GovTech, University of Washington School of Public Health ACADEMIC PUBLICATIONS Haylea Hannah, Sophie Zhu, Zerleen S. Quader, Souci Louis, Priyanka Thatipamala, Lee Ann Prebil, Megan Bias, Carly Adams, Heather E. Reese, Jessica Ricaldi, Scott Santibañez, Jonathan Yoder, Jean Ko, Alana Vivolo -Kantor, Matthew Willis. The Potential Role of Wastewater Surveillance Signals and Overdose Alerts for Opioid Overdose Prevention in Marin County, California, February 2023–June 2024. Water Research. May 2026. https://doi.org/10.1016/j.watres.2026.126153 Haylea Hannah, Lee Ann Prebil, Catherine Condon, Jeffrey DeVido, Fay Zenoff, Matthew Willis. Correlations between wastewater levels of naloxone and medications for substance use disorder treatment with treatment encounters and overdoses – Marin County, California, USA Ma rch 2023-June 2024. Public Health, Volume 246, 2025, 105823, ISSN 0033-3506, https://doi.org/10.1016/j.puhe.2025.105823. Item 2 Attachment A - HRC Applications - Redacted Item 2: Staff Report Pg. 31 Packet Pg. 37 of 474 6 Ali Rowhani-Rahbar and Haylea Hannah (2024, January 30). Epidemiological criminology. In Oxford Research Encyclopedia of Criminology and Criminal Justice. doi: https://doi.org/10.1093/acrefore/9780190264079.013.847 Jasmine Soriano, Lee Ann Prebil, Haylea Hannah, Pooja Mhatre, Lisa Santora, Matthew Willis. Life Expectancy and Causes of Premature Death by Subgroup for Commu nity-Based Action in Marin County, California, 2017 -2021. 29 December 2023. Cureus 15(12): e51300. 10.7759/cureus.51300 Jasmine Soriano, Haylea Hannah, Karina Arambula, Tyler Evans, Rochelle Ereman, Matthew Willis COVID-19 Vaccine Perceptions Survey for Real-Time Vaccine Outreach in Marin County, California. 23 March 2023. Cureus 15(3): e36583. doi:10.7759/cureus.36583 Allyson O’Connor and Haylea Hannah*, Elisabeth Burnor, Kai Fukutaki, Troy Peterson, Dustin W. Ballard, Rochelle Ereman, Matthew Willis, Orvalho Augusto, Bradley H. Wagenaar. Emergency Medical Service Utilization and Response Following COVID-19 Emergency and Stay-at-Home Policies: An Interrupted Time-Series Analysis. Cureus 2021 Nov. 13(11): e19794. doi:10.7759/cureus.19794. *Shared first authorship Haylea Hannah, Audrey Brezak, Audrey Hu, Simbarashe Chiwanda, Tsitsi Juru, Maayan Simckes, Mufuta Tshimanga, Gerald Shambira, Joseph Mberikunashe, Notion Gombe, Janet Baseman. A Framework for Conducting International Field-based Surveillance System Evaluations. SAGE Research Methods Cases: Medicine & Health. 2020. SAGE Publications Ltd: London. Online ISBN: 9781529741018. doi: https://dx.doi.org/10.4135/9781529741018 Haylea Hannah, Audrey Brezak, Audrey Hu, Simbarashe Chiwanda, Maayan Simckes, Debra Revere, Gerald Shambira, Mufuta Tshimanga, Joseph Mberikunashe, Tsitsi Juru, Notion Gombe, Danuta Kasprzyk, Daniel Montano, Janet Baseman. Field-based Evaluation of Malaria Outbreak Detection and Response in Mudzi and Goromonzi Districts, Zimbabwe – 2017. Glob Public Health. 2019 Dec;14(12):1898-1910. doi: 10.1080/17441692.2019.1642367. Epub 2019 Jul 15. PubMed PMID: 31303135. Paul K Drain, Jennifer Gardiner, Haylea Hannah, Tobias Broger, Keertan Dheda, Katherine Fielding, Gerhard Walzl, Myrsini Kaforou, Claudia M. Denkinger, Katharina Kranzer, Simone A. Joosten, and Samuel Schumacher. Guidance for Studies Evaluating the Accuracy of Biomarker-based Non-sputum Tests to Diagnose Tuberculosis. J Infect Dis. 2019 Oct 8;220(Supplement_3):S108 -S115. doi: 10.1093/infdis/jiz356. PubMed PMID: 31593598. Stephanie Mathews, Haylea Hannah, Hillary Samagaio, Camille Martin, Eleanor Rodriguez -Rassi, and Ann Matthysse. Glycoside Hydrolase Genes are Required for Virulence of Agrobacterium tumefaciens on Bryophyllum daigremontiana and Tomato. Appl Environ Microbiol. 2019 Aug 1;85(15). doi: 10.1128/AEM.00603 -19. Print 2019 Aug 1. PubMed PMID: 31126942; PubMed Central PMCID: PMC6643255. Haylea Hannah, Roque Miramontes, and Neel R. Gandhi. Socio -demographic and clinical risk factors associated with TB mortality in the United States, 2009-2013. Public Health Reports. 2017; 132(3): 366-375. Haylea Hannah, Karina Arambula, Rochelle Ereman, Darrell Harris, Alexandra Torres, Matthew Willis. Using Local Toxicology Data for Drug Overdose Mortality Surveillance. Online Journal of Public Health Informatics. 2017; 9(1): e143. SELECTED CONFERENCE AND SYMPOSIA PRESENTATIONS Haylea Hannah, Dawn Kaiser et al. Mirror, Mirror on the Wall: Who has Clinical Need for Behavioral Health Evidence-based Practices in California Most of All? CSTE 2026 Annual Conference, May 30 -June 3, 2026. Boston, MA. Oral Presentation. Item 2 Attachment A - HRC Applications - Redacted Item 2: Staff Report Pg. 32 Packet Pg. 38 of 474 7 Kiley Doherty*, Haylea Hannah, Lee Ann Prebil. Evolving Relationship between Wastewater Levels of SARs -CoV-2 and COVID-19 Hospitalizations in Marin County, California. Oral Presentation. CSTE 2024 Annual Conference, June 9-13, 2024. Pittsburgh, PA *Served as scientific mentor on the p roject Haylea Hannah, Lee Ann Prebil, Priyanka Thatipamala, Alex Buben, Ou Suk Kwon, Anita Renzetti, Matthew Willis . Wastewater-Based Epidemiology for Preventing Overdoses through Timely, Evidence -Based Community Action and Treatment: A Pilot & Feasibility Project. Oral Presentation. CSTE 2024 Annual Conference, June 9 -13, 2024, Pittsburgh, PA. Haylea Hannah, Ou Suk Andrew Kwon, Lee Ann Prebil, Troy Peterson, Dustin Ballard, Jocelyn Chung, Kiley Doherty, Matthew Willis. Enhancing nonfatal overdose surveillance using Emergency Medical Services records: A comparison of 2022 CSTE guidance and a local probabilisti c algorithm. CSTE 2024 Annual Conference, June 9-13, 2024, Pittsburgh, PA. Haylea Hannah, Danielle Russell, Caleb J. Banta-Green, Jacqueline van Wormer, Janet Baseman, Matthew Willis, Ali Rowhani-Rahbar. "You're not treated like a person, you're a number": Experiences with stigma and policy preferences among people with an opioid use disorder who were incarcerated. Oral Presentation. American Public Health Association 2022 Conference. November 6 -9, 2022. Boston, MA. Haylea Hannah, Pooja Mhatre, LeeAnn Prebil, Bethany Dominik, Maura Nakahata, Alana McGrath, Dana Armanino, Jasmine Soriano, Karina Arambula, Tracy Lam -Hine, Ou Suk Andrew Kwon, Lisa Santora, Matthew Willis, Rochelle Ereman. Surveillance infrastructure and epidemiologic capacity building among Epidemiologists during a pandemic in Marin County, California. CSTE 2022 Annual Conference. Poster. Virtual. June 19 -23, 2022. Tracy Lam-Hine*, Haylea Hannah, Rose Kantor, Sasha Harris -Lovett, Rochelle Ereman, Matthew Willis, and Kara Nelson. Confirmed COVID-19 case counts increase with increasing SARS-CoV-2 wastewater concentrations: a meta-analysis from community wastewater surveillance in Marin County, CA. APHA 2021 Annual Conference. Poster. Virtual. October 23-27, 2021. *Served as scientific mentor on the project COVID-19 Vaccine Hesitancy Differs by Racial and Ethnic Subgroups in Marin County, California . Jasmine Soriano, Karina Arambula, Haylea Hannah, Rochelle Ereman, Matthew Willis, and Tyler Evans. APHA 2021 Annual Conference. Poster. Virtual. October 23 -27, 2021. Tracy Lam-Hine*, Haylea Hannah, Rose Kantor, Sasha Harris -Lovett, Rochelle Ereman, Matthew Willis, and Kara Nelson. Association between trends in community COVID-19 wastewater surveillance and confirmed cases in Marin County, CA. CSTE 2021 Annual Conference. Virtual. June 13 -17, 2021. *Served as scientific mentor on the project Haylea Hannah and Ali Rowhani-Rahbar. Exposure to direct victimization or witnessed violence and development of alcohol and drug dependence among adolescents adjudicated for serious offenses. APHA 2020 Annual Conference. Oral. Virtual. October 24-28, 2020. Karina Arambula, Haylea Hannah, Andrew Patton, Bethany Dominik, Matthew Willis, and Rochelle Ereman. Characteristics of Emergency Medical Services Suspect Overdose Responses Associated with Opioids, Methamphetamine, Alcohol, or Polysubstances in Marin County, California. APHA 2020 Annual Conference. Poster. Virtual. October 24-28, 2020 Tracy Lam-Hine*, Haylea Hannah, Karina Arambula, Rochelle Ereman, Roger Fielding, and Matthew Willis. Linking Toxicology Reports with Death Certificates to Improve Drug Overdose Mortality Surveillance. APHA 2020 Annual Conference. Poster. Virtual. October 24 -28, 2020 *Served as the student’s primary mentor Item 2 Attachment A - HRC Applications - Redacted Item 2: Staff Report Pg. 33 Packet Pg. 39 of 474 8 Haylea Hannah, Alana McGrath, Troy Peterson, Karina Arambula, Dustin Ballard, Rochelle Ereman, and Matthew Willis. Utilization of Emergency Medical Services during an Extended Public Safety Power Shutoff in Marin County, California - October 27-29, 2019. APHA 2020 Annual Conference. Oral. Virtual. October 24-28, 2020. Alana McGrath, Haylea Hannah, Karina Arambula, Bethany Dominik, Matthew Willis, and Rochelle Ereman. Assessing the Impact of a Public Safety Power Shutoff on Emergency Department Visits in Marin County, California. APHA 2020 Annual Conference. Poster. Virtual. October 24 -28, 2020. Haylea Hannah, Ross Matsueda, Ali Rowhani-Rahbar. Applying Directed Acyclic Graphs (DAGs) to Analytic Criminology: A Framework for Causal Inference. SER 2020 Annual Conference. Boston, MA. December 15 -18, 2020. Karina Arambula. Haylea Hannah, Andrew Patton, Jeffrey DeVido, Matthew Willis, Rochelle Ereman . Preventing the Next Overdose: An Emergency Medical Services -Based Non-Fatal Opioid Overdose Surveillance and Telephone Outreach Pilot Program. CSTE 2019 Annual Conference. Raleigh, NC. June 2 -6, 2019. Oral. Haylea Hannah, Karina Arambula, Andrew Patton, Jeffrey DeVido, Matthew Willis, Rochelle Ereman . Cost- Effectiveness of Offering Treatment to Non-Fatal Opioid Overdoses Encountered by Emergency Medical Services in Marin County, California. CSTE 2019 Annual Conference. Raleigh, NC. June 2 -6, 2019. Lightening (Oral). Haylea Hannah, Bradley G. Wagner, Stewart Change, Paul K. Drain. Optimizing Diagnostic Algorithms for Tuberculosis Integrated with HIV Testing in South Africa: A Mathematical Modeling Analysis. Institute for Disease Modeling 2019 Symposium. April 15-17, 2019. Oral. Haylea Hannah, Bradley G. Wagner, Stewart Change, Paul K. Drain. Optimizing Diagnostic Algorithms for Active Pulmonary Tuberculosis in HIV Clinics. CROI 2019 Annual Conference. March 4 -7, 2019. Poster. Haylea Hannah, Audrey Brezak, Audrey Hu, Simbarashe Chiwanda, Maayan Simckes, Debra Revere, Gerald Shambira, Mufuta Tshimanga, Joseph Mberikunashe, Tsitsi Juru, Notion Gombe, Danuta Kasprzyk, Daniel Montano, Janet Baseman. Field-based Evaluation of Malaria Outbreak Detection and Response in Mudzi and Goromonzi Districts, Zimbabwe, 2017. ISDS 2019 Annual Conference. January 30 -February 1, 2019. Poster. Honorable Mention for Outstanding Student or Post- Degree Abstract Andrew Patton, Rochelle Ereman, Matt Willis, Haylea Hannah, Karina Arambula. Development of Text-Based Algorithm for Opioid Overdose Identification in EMS Data. ISDS 2019 Annual Conference. January 30 -February 1, 2019. Oral. Haylea Hannah, Carmen R. Nevarez, Amy Max, Matthew Willis, Karina Arambula, Rochelle Ereman . Tackling an Epidemic: Evidence of the Coalition Approach to Opioid Safety. APHA 2018. November 10 -14, 2018. Oral. Haylea Hannah, Karina Arambula, Jessica Cunningham-Krahl, Rochelle Ereman, Matthew Willis. Opioid and Benzodiazepine Prescribing Patterns and Presence in Fatal Drug Overdoses − Marin County, California, 2012-2015. CSTE 2017 Annual Conference. June 4-8, 2017. Poster. Haylea Hannah, Danielle Hiser, Jessica Cunningham-Krahl, Karina Arambula, Rochelle Ereman, Matthew Willis. A Comparison of Vaccine Beliefs between English and Spanish -speaking Parents of Kindergarteners – Marin County, California, 2016. CSTE Annual Conference. June 4 -8, 2017. Oral. Item 2 Attachment A - HRC Applications - Redacted Item 2: Staff Report Pg. 34 Packet Pg. 40 of 474 9 Haylea Hannah, Danielle Hiser, Jessica Cunningham-Krahl, Karina Arambula, Rochelle Ereman, Matthew Willis. Perceptions towards California’s Elimination of Personal Belief Exemptions in a Community with High Personal Belief Exemption Rates – Marin County, California, 2015-2017. CSTE 2017 Annual Conference. June 4 -8, 2017. Oral. Jessica Cunningham-Krahl, Haylea Hannah, Karina Arambula, Matthew Willis, Rochelle Ereman. Utilization of a Real-time, Data Visualization Tool to Inform service provision in a local health and human services clinic. California Conference of Local Health Data Managers and Epidemiologists 2017 Annu al Conference. Oral. Haylea Hannah, Danielle Hiser, Jessica Cunningham-Krahl, Karina Arambula, Rochelle Ereman, Matthew Willis. Vaccine Behaviors and Lessons Learned from a Survey of Spanish -Speaking Parents of Kindergartners – Marin County, California, 2016. California Immunization Coalition 2017. April 3 -4, 2017. Oral. Haylea Hannah, Karina Arambula, Jessica Cunningham-Krahl, Rochelle Ereman, Matthew Willis. Practices among Primary Care Providers Prescribing Opioids for Chronic Non -Cancer Pain – Marin County, CA, 2015. CSTE 2016 Annual Conference. June 19 -22, 2016. Oral. Haylea Hannah, Karina Arambula, Jessica Cunningham-Krahl, Rochelle Ereman, Matthew Willis. An Evaluation of Drug Poisoning Mortality Surveillance – Marin County, CA, 2007-2013. CSTE 2016 Annual Conference. June 19 -22, 2016. Poster. Haylea Hannah, Angela Chu, Amy Dietz, Rochelle Ereman, Jessica Cunningham-Krahl, Karina Arambula, Matthew Willis. Food insecurity among older adults living at or below versus above the Elder Economic Security Index – results from a community survey in Marin County, CA. APHA 2016 Annual Meeting. Oct 29 -Nov 2, 2016. Oral. Finalist for the James G. Zimmer New Investigator Research Award. Haylea Hannah. Zika Action Plan Summit: The Local Perspective. California Coalition of Local Health Officers Semi-Annual Meeting, Spring 2016. Oral. Maureen De Nieva, Karina Arambula, and Haylea Hannah (Co-Presenters). Using Local data to Mobilize a Community to Address Prescription Drug Abuse – Marin County, California. Health and Human Services Bay Area Open DataFest III. February 12, 2015. Oral. Haylea Hannah, Refilwe Mophosho, Michelle Leisner, Laura Podewils, Salome Charalambous, Mpho Maraisane, Candice M. Chetty-Makkan. Knowledge and perception assessment of gender -based violence and cultural roles on sexual risk behaviours among South African youth. 7th Annual South African HIV/AIDS Conference. June 9 -12, 2015. Poster. Item 2 Attachment A - HRC Applications - Redacted Item 2: Staff Report Pg. 35 Packet Pg. 41 of 474 Human Relations Commission Application Submitted on 8 August 2026, 10:46PM Receipt number 83 Related form version 18 Personal Information Name Katie Causey Cell Phone Number Home Phone Number Email Address Are you a Palo Alto resident?Yes Address City Palo Alto Postal Code 94301 Do you have any relatives or members of your household who are employed by the City of Palo Alto, who are currently serving on the City Council, or who are Commissioners or Board Members? No Are you available and committed to complete the term applied for? Yes Fair Political Practices California state law requires board/commission members to file a disclosure of financial interests (Fair Political Practices Commission, Conflict of Interest, Form 700). Do you/your spouse have an investment in, or do you or your spouse serve as an officer or director of, a company doing business in Palo Alto which you believe is likely to: 1. Engage in business with the City; 2. Provide products or services for City projects; or 3. Be affected by decisions of this Board or Commission? No 1 of 5 Item 2 Attachment A - HRC Applications - Redacted Item 2: Staff Report Pg. 36 Packet Pg. 42 of 474 Excluding your principal residence, do you or your spouse own real property in Palo Alto? No How did you learn about the vacancy on the Human Relations Commission? Email from the City Consent to Publish Personal Information on the City of Palo Alto Website Read the code, and check only ONE option below:I request that the City of Palo Alto redact my home address, phone numbers, and email address from the attached Board and Commission Application prior to posting to the City’s website. Personal and Job Experience Occupation Community Relations Manager Sutter Health Please list your relevant education, training, experience, certificates of training, licenses, and professional registration. If describing work experience, please include company/employer name and occupation. I serve as Vice Chair of the City of Palo Alto Human Relations Commission. I was appointed in May 2023 and am seeking reappointment for a second term. As a commissioner, I have completed the City’s required training for commissioners as well as optional training on bias. For three years I have served as the HRC’s liaison to the Police Department and on its Community Development Block Grant (CDBG) subcommittee. I have spent most of my career with local nonprofits focused on housing, transportation, and climate policy. As an Organizer with the Palo Alto Renters’ Association, I assisted tenants facing eviction and housing instability. At First Presbyterian Church of Palo Alto, I connected residents with housing, homelessness, immigration, and other services. A lifelong Palo Alto resident, I attended Ohlone, JLS, and Paly. I earned a bachelor’s degree in Women’s Studies from the George Washington University, studying intersectional local policy responses to discrimination and conflict. 2 of 5 Item 2 Attachment A - HRC Applications - Redacted Item 2: Staff Report Pg. 37 Packet Pg. 43 of 474 Please describe your involvement in community activities, volunteer and civic organizations, including dates and any offices held. My HRC service has included: - Serving on the Climate Change subcommittee where we worked with the Palo Alto Student Climate Coalition on its Frontline Communities Report, which examined how flooding and extreme heat affect renters, local businesses, and vulnerable residents. This was the foundational work that led to establishing the Youth Climate Advisory Board. - Led two of the Commission’s most substantive policy learning sessions on improving access to childcare and another on expanding pathways to homeownership. I have volunteered in Palo Alto and across the Bay Area since I was a teenager, focusing on youth well-being and safety, gender equity, and access to community resources. Earlier service includes Gun Violence Prevention Chair for the League of Women Voters, 2018–2020; Junior League of San Francisco Fund Development Council, 2019–2020; and volunteering with the American Association of University Women and Palo Alto Recreation Foundation. Application Questions 1. Why are you interested in serving on the Human Relations Commission and what experience would you bring to the position? It has been an honor and privilege to serve on the Human Relations Commission. When I joined in 2023, experienced commissioners shared their knowledge, welcomed me, and gave me the confidence to contribute. I am seeking reappointment at a time when a majority of commissioners and our staff liaison are very new because I want to provide that same support of passing on institutional knowledge to others. During my 2023 appointment interview, Council focused on my firsthand experience with Palo Alto renters, and my interest in exploring policies for more equitable paths to homeownership for underserved communities. As a result I led one of HRC’s most indepth policy listening sessions, exploring this subject. I have tried to do very intentional work under HRC that takes pragmatic steps toward council priorities, for example, through my work on the Inclusion and Belonging subcommittee, which helped lay the groundwork for Palo Alto’s Pride celebration. 3 of 5 Item 2 Attachment A - HRC Applications - Redacted Item 2: Staff Report Pg. 38 Packet Pg. 44 of 474 2. Please describe an issue that recently came before the Commission that is of particular interest to you and describe why you are interested in it. Archived video meetings are available from the Midpen Media Center. The issue most meaningful to me is implementing Palo Alto’s CEDAW ordinance. My first City Council meeting years ago concerned CEDAW, so helping bring this work to fruition feels full circle. My bachelor’s degree in Women’s Studies, focused on local policy, prepared me to help shape its implementation. I serve on the CEDAW subcommittee and have led most of our research and development framework that I hope to present to Council in November. I’ve developed a very practical, right-sized approach for our City, with a proposal would make CEDAW an HRC core responsibility through a standing subcommittee that conducts a gender-equity review of one policy area each year. This year, we are examining care infrastructure and safety and well-being, building on the prior HRC listening session on childcare that I led last year and the liaison work I’ve done with the PAPD. I’m really excited to help establish a lasting process that helps our city model improving equity for other cities of our size. 3. If you are appointed, what specific goals would you like to see the Human Relations Commission achieve, and how would you help in the process? My first goal is to make onboarding new Commissioners as inclusive as possible. I view the HRC as a team: success means every commissioner understands the work, contributes confidently, and is prepared to lead projects and eventually serve as Vice Chair or Chair. I've always prioritized sharing institutional knowledge, documenting processes, mentoring new members, and supporting regular leadership rotation. Second, is implementation of CEDAW by creating a standing subcommittee, that chooses a specific policy area each year to conduct a gender equity review of. Finally, I want to use this fall’s Priority of Needs Survey results to guide HRC priorities. I am especially interested in unpaid family caregiving, where our childcare session identified major data gaps. I am excited on how we can translate the results into practical recommendations. 4. Human Relations Commission Members work with the documents listed below. If you have experience with any of these documents, please describe that experience. Experience with these documents is not required for selection. Human Services Needs Assessment (2024) Muni Code 9.72 – Mandatory Response Program Community Services Element of the Comprehensive Plan (2017) I have experience with all three documents through my HRC service and previous nonprofit work. Human Services Needs Assessment (2024): I reviewed its findings in my work on HRC to help evaluate funding and consider whether City programs reach vulnerable residents. Municipal Code Chapter 9.72: As an Organizer for the Palo Alto Renters’ Association, I assisted tenants facing eviction, landlord- tenant disputes, and housing instability. This familiarized me with the Mandatory Response Program, mediation, tenant notices, and protections against retaliation. Community Services Element: Is used as a framework for HRC work involving human services, inclusion, youth, seniors, people with disabilities, and nonprofit partnerships. If you'd like to provide any additional documents, please upload below. 4 of 5 Item 2 Attachment A - HRC Applications - Redacted Item 2: Staff Report Pg. 39 Packet Pg. 45 of 474 Please confirm that you have read the Boards and Commissions Handbook. View the Boards and Commissions Handbook. Yes Signature Name of signatory: Katie Causey Link to signature Date Completed 08/08/2026 5 of 5 Item 2 Attachment A - HRC Applications - Redacted Item 2: Staff Report Pg. 40 Packet Pg. 46 of 474 Human Relations Commission Application Submitted on 26 August 2026, 7:24PM Receipt number 88 Related form version 18 Personal Information Name Raizel Rosenberg Cell Phone Number Home Phone Number Email Address Are you a Palo Alto resident?Yes Address City Palo Alto Postal Code 94301 Do you have any relatives or members of your household who are employed by the City of Palo Alto, who are currently serving on the City Council, or who are Commissioners or Board Members? No Are you available and committed to complete the term applied for? Yes Fair Political Practices California state law requires board/commission members to file a disclosure of financial interests (Fair Political Practices Commission, Conflict of Interest, Form 700). Do you/your spouse have an investment in, or do you or your spouse serve as an officer or director of, a company doing business in Palo Alto which you believe is likely to: 1. Engage in business with the City; 2. Provide products or services for City projects; or 3. Be affected by decisions of this Board or Commission? No 1 of 4 Item 2 Attachment A - HRC Applications - Redacted Item 2: Staff Report Pg. 41 Packet Pg. 47 of 474 Excluding your principal residence, do you or your spouse own real property in Palo Alto? No How did you learn about the vacancy on the Human Relations Commission? Email from the City Consent to Publish Personal Information on the City of Palo Alto Website Read the code, and check only ONE option below:I request that the City of Palo Alto redact my home address, phone numbers, and email address from the attached Board and Commission Application prior to posting to the City’s website. Personal and Job Experience Occupation Volunteer at Lucile Packard Children's Hospital Stanford Please list your relevant education, training, experience, certificates of training, licenses, and professional registration. If describing work experience, please include company/employer name and occupation. Current Commissioner City of Palo Alto Human Relations Commission, completed relevant onboarding training. Currently realigning my career to prioritize my values and human centered work having begun by volunteering at the Lucile Packard Children's Hospital Stanford. Manager, NPI Engineering, Veev by Lennar – Lead engineer/technician team in launching new prefabricated housing models. Relief Engineer & Educator, World Ocean School (nonprofit) – Served as relief engineer, medical officer, and deckhand/educator. Technical Program Manager, Tesla – Directed new product introduction (NPI) programs; led launches involving 70+ coordinated parts and managed 200+ change actions across Interiors, Low/High Voltage Distribution, and Electronics systems. B.S. Mechanical Engineering – Dean’s List; Honors Mechanical Engineering Fraternity Pi Tau Sigma. Please describe your involvement in community activities, volunteer and civic organizations, including dates and any offices held. City of Palo Alto Human Relations Commission (April 2026– present) – Current Commissioner; appointed to a partial term ending October 2026. Lucile Packard Children’s Hospital Stanford (March 2026–present) – Volunteer supporting patients and hospital programs. Palo Alto Pride (February 2026–present) – Volunteer supporting planning and community engagement. World Ocean School (3 months) – Volunteer relief engineer, medical officer, and deckhand/educator supporting youth from nine countries. Community Cornerstone Kitchen (3 months) – Sorted donations, organized dinners, led a holiday drive providing 100+ gifts, and provided Spanish translation. Second Harvest (2 years) – Supported food distribution, packaging, donation sorting, and community events. SF Parks Alliance (2025) – Performed trail maintenance and public-space improvements. 2 of 4 Item 2 Attachment A - HRC Applications - Redacted Item 2: Staff Report Pg. 42 Packet Pg. 48 of 474 ReHomed, NC (college summers) – Supported housing rehabilitation and placement for underserved families. Application Questions 1. Why are you interested in serving on the Human Relations Commission and what experience would you bring to the position? I am grateful to the City Council for appointing me in April to serve a partial term on the Human Relations Commission. It has been a privilege, and I would welcome the opportunity to continue serving for a full term. Since April I have served as liaison to Avenidas and on subcommittees focused on the Emerging Needs Fund, CEDAW implementation, and Community Engagement through planning October’s nonprofit fair. During my tenure, the Commission has worked to strengthen Palo Alto Pride, better understand senior housing needs, and consider how wildfires affect vulnerable residents. I have approached this work by preparing thoroughly, contributing thoughtfully, and following through on my responsibilities. A full term would allow me to build on this foundation and provide continuity at a time where I know institutional knowledge is critical to the commission. I would continue bringing my technical expertise, Spanish-language skills, and nonprofit experience. 2. Please describe an issue that recently came before the Commission that is of particular interest to you and describe why you are interested in it. Archived video meetings are available from the Midpen Media Center. In my previous application, I discussed childcare and expressed interest in joining the CEDAW subcommittee, particularly because much of this year’s implementation work focuses on childcare and caregiving. My role has included researching policies adopted by other CEDAW cities and assessing which approaches Palo Alto could realistically adapt to address local child care needs. This complex policy work has been an invaluable learning experience and I hope to help shape CEDAW implementation in future years. I am also especially excited about the Commission’s future work with the Buena Vista Mobile Home Park community. As a previous caregiver, having lived in both a mobile home park and a hotel, and as a Spanish-speaking renter, I bring relevant lived experience and an understanding of housing instability and the importance of culturally and linguistically accessible engagement. I look forward to listening to residents and helping ensure their perspectives inform the Commission’s work. 3. If you are appointed, what specific goals would you like to see the Human Relations Commission achieve, and how would you help in the process? One goal I highlighted in my previous application was establishing Palo Alto Pride, and I was thrilled to help plan the City’s inaugural event. If reappointed, I would build on that success and help make future celebrations even stronger. I am also interested in examining how AI and technology affect mental health, particularly among young people. I would like to organize a community education session with Palo Alto libraries, schools, mental health experts, and other stakeholders focused on technology safety, responsible AI use, and well-being. As cities begin adopting AI policies, the Commission can help Palo Alto educate families, protect residents, and promote responsible practices. 4. Human Relations Commission Members work with the documents listed below. If you have experience with any of these documents, please describe that experience. Serving on the Emerging Needs Fund Subcommittee has familiarized me with the 2024 Human Services Needs Assessment. Through the CEDAW Subcommittee, I also helped 3 of 4 Item 2 Attachment A - HRC Applications - Redacted Item 2: Staff Report Pg. 43 Packet Pg. 49 of 474 Experience with these documents is not required for selection. Human Services Needs Assessment (2024) Muni Code 9.72 – Mandatory Response Program Community Services Element of the Comprehensive Plan (2017) recommend data for inclusion in this fall’s Priority Needs Assessment to support CEDAW implementation mainly significant gaps in data about unpaid caregivers, and the upcoming assessment can help identify these populations and inform policies to address their needs. I have also reviewed Municipal Code Chapter 9.72 in connection with the Commission’s housing work and my interest in renter protections. As a renter, I value its framework for resolving landlord-tenant disputes. I am familiar with the Community Services Element as a framework for inclusion, access to services, civic participation, and nonprofit partnerships. My Commission service has shown me how these documents guide HRC recommendations, funding decisions, and engagement, and I hope to deepen my experience with them during a full term. If you'd like to provide any additional documents, please upload below. Please confirm that you have read the Boards and Commissions Handbook. View the Boards and Commissions Handbook. Yes Signature Name of signatory: Raizel Rosenberg Link to signature Date Completed 08/26/2026 4 of 4 Item 2 Attachment A - HRC Applications - Redacted Item 2: Staff Report Pg. 44 Packet Pg. 50 of 474 Human Relations Commission Application Submitted on 16 February 2026, 3:55pm Receipt number 77 Related form version 16 Personal Information Name Rona Hu Cell Phone Number Home Phone Number Email Address Are you a Palo Alto resident?Yes Address City Palo Alto Postal Code 94301 Do you have any relatives or members of your household who are employed by the City of Palo Alto, who are currently serving on the City Council, or who are Commissioners or Board Members? No Are you available and committed to complete the term applied for? Yes Fair Political Practices California state law requires board/commission members to file a disclosure of financial interests (Fair Political Practices Commission, Conflict of Interest, Form 700). Do you/your spouse have an investment in, or do you or your spouse serve as an officer or director of, a company doing business in Palo Alto which you believe is likely to: 1. Engage in business with the City; 2. Provide products or services for City projects; or 3. Be affected by decisions of this Board or Commission? No 1 of 4 Item 2 Attachment A - HRC Applications - Redacted Item 2: Staff Report Pg. 45 Packet Pg. 51 of 474 Excluding your principal residence, do you or your spouse own real property in Palo Alto? No How did you learn about the vacancy on the Human Relations Commission? Other: Rowena Chiu Consent to Publish Personal Information on the City of Palo Alto Website Read the code, and check only ONE option below:I request that the City of Palo Alto redact my home address, phone numbers, and email address from the attached Board and Commission Application prior to posting to the City’s website. Personal and Job Experience Occupation Psychiatrist and Stanford Professor Please list your relevant education, training, experience, certificates of training, licenses, and professional registration. If describing work experience, please include company/employer name and occupation. MD 1990 UCSF Psychiatry residency 1990-1994 UCSF Postdoctoral Fellow National institutes of Health 1994-1998 Lieutenant Commander US Public Health Service 1994-1998 Stanford Department of Psychiatry 1998-ongoing (Clinical professor since 2019) Associate Dean, Stanford University School of Medicine 2020- 2022 Licensed Medical Board of California 1992 ongoing Diplomate National Board of Medical Examiners 1991 Board certification, American Board of Psychiatry and Neurology 1995-ongoing American College of Psychiatrists 2022- ongoing American Psychiatric Association 1991- ongoing Please describe your involvement in community activities, volunteer and civic organizations, including dates and any offices held. APA: Council on Research 1991-1994 National Minority Mentors Network 1998- ongoing APA Kun-Po Soo Award 2021 Stanford department of psychiatry Community Engagement award 2017 Stanford University Asian American Faculty Award 2017 Nominee, Santa Clara County Behavioral Health Conmunity Hero 2017 Northern California Psychiatric Society: council member 2012- 2015, ongoing roles as Awards Committee Chair, Ethics committee member and Asian American Committee member Founder and Director: Stanford CHIPAO (Communication Health Interactives for Parents of Adolescents and Others) 2016- ongoing NCPS Exemplary Community Service Award 2023 for helping the Half Moon Bay mass shooting victims Half Moon Bay city council award 2024 Application Questions 2 of 4 Item 2 Attachment A - HRC Applications - Redacted Item 2: Staff Report Pg. 46 Packet Pg. 52 of 474 1. Why are you interested in serving on the Human Relations Commission and what experience would you bring to the position? I’m interested in HRC both personally and professionally. I joined Stanford as full time faculty in 1998 and moved from campus to Palo Alto in 2005 when my daughter was 3. Her whole life has been here, and she attended PAUSD schools including Paly. My husband has worked as a teachers aide for special needs students at Cubberley and Gunn, and he and I both volunteered for Duveneck and Paly, including chaperoning the choir in Italy when they sang at the Vatican. The entire family danced the Nutcracker for years at Dance Connection and sold Girl Scout cookies up until the pandemic. This is our community and our home. On a professional level, I have cared for tens of thousands of patients in the hospital and clinic, many struggling with suicidal thoughts and behavior. Young, old, marginally housed or affluent, immigrant families or otherwise marginalized: our community includes many who need help. I’m privileged to help directly with people 1:1 every day, but I’d also like to do more. 2. Please describe an issue that recently came before the Commission that is of particular interest to you and describe why you are interested in it. Archived video meetings are available from the Midpen Media Center. The ongoing crisis in mental health: I watched the February meeting on video and I’m impressed with the commitment to do something. The meeting mentioned my longtime friends and colleague Dr. Shashank Joshi but when I asked if he’d apply for this role he declined and urged me to. Although I’m not a child psychiatrist I have been recognized internationally for my work helping parents to understand and communicate better with their children. I see mental health as a multifactorial issue, not zero sum, that includes and interfaces with many other issues. 3. If you are appointed, what specific goals would you like to see the Human Relations Commission achieve, and how would you help in the process? I have more than one issue I’d like to help with and I think one way I can help is by listening. Obviously mental health is my top priority but helping this will benefit from a host of solutions, including means restriction (NCPS was crucial in the Golden Gate Bridge suicide barrier), bullying prevention, support for marginalized youth including LGBTQ, addressing school stressors, housing, media and social media use, healthcare and human rights in general. I’ve tried to do as much as I can as a psychiatrist, educator and parent, but I hope to help in additional ways as a member of the commission. 4. Human Relations Commission Members work with the documents listed below. If you have experience with any of these documents, please describe that experience. Experience with these documents is not required for selection. Human Services Needs Assessment (2024) Muni Code 9.72 – Mandatory Response Program Community Services Element of the Comprehensive Plan (2017) I have not yet worked with these documents but I pledge to do so. I understand this application is due in 2 days so I’m prioritizing “done is better than perfect”! But yes, if chosen I agree to read these documents before starting on the commission. If you'd like to provide any additional documents, please upload below. Please confirm that you have read the Boards and Commissions Handbook. View the Boards and Commissions Handbook. Yes 3 of 4 Item 2 Attachment A - HRC Applications - Redacted Item 2: Staff Report Pg. 47 Packet Pg. 53 of 474 Signature Name of signatory: Rona Hu Link to signature Date Completed 02/16/2026 4 of 4 Item 2 Attachment A - HRC Applications - Redacted Item 2: Staff Report Pg. 48 Packet Pg. 54 of 474 Parks & Recreation Commission Application Submitted on 27 August 2026, 1:02AM Receipt number 110 Related form version 15 Personal Information Name Abhijit Solanki Cell Phone Number Home Phone Number Email Address Are you a Palo Alto resident?Yes Address City Palo Alto Postal Code 94301 Do you have any relatives or members of your household who are employed by the City of Palo Alto, who are currently serving on the City Council, or who are Commissioners or Board Members? No Are you available and committed to complete the term applied for? Yes Fair Political Practices California state law requires board/commission members to file a disclosure of financial interests (Fair Political Practices Commission, Conflict of Interest, Form 700). Do you/your spouse have an investment in, or do you or your spouse serve as an officer or director of, a company doing business in Palo Alto which you believe is likely to: 1. Engage in business with the City; 2. Provide products or services for City projects; or 3. Be affected by decisions of this Board or Commission? No 1 of 4 Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 49 Packet Pg. 55 of 474 Excluding your principal residence, do you or your spouse own real property in Palo Alto? No How did you learn about the vacancy on the Parks and Recreation Commission? Email from the City Consent to Publish Personal Information on the City of Palo Alto Website Read the code, and check only ONE option below:I request that the City of Palo Alto redact my home address, phone numbers, and email address from the attached Board and Commission Application prior to posting to the City’s website. Personal and Job Experience Occupation Founder Please list your relevant education, training, experience, certificates of training, licenses, and professional registration. If describing work experience, please include company/employer name and occupation. MS in Electrical and Computer Engineering, Rutgers University 20+ years of professional experience across Management consulting, Corporate Strategy & Development, Product Management and Business Development. Industry focus for the last 15 years has been Cybersecurity Please describe your involvement in community activities, volunteer and civic organizations, including dates and any offices held. Coaching assistant for kids soccer and baseball teams Application Questions 1. Why are you interested in serving on the Parks & Recreation Commission and what experience would you bring to the position? I'm a Palo Alto parent of two, and most of what my family does outside our house happens on city land — swimming at Rinconada pool, birthday parties at Peers park, soccer practices at Pardee park. That's the plain reason I'm applying: this Commission decides things my family lives with every week. The FY27 work plan is full of decisions where I think I can help. A Cubberley program My professional background as a consultant (problem solver) in cybersecurity have given me good understanding of measuring risk. The core of that job is reading a technical proposal, finding the assumption it rests on, and saying so before money is committed. Capital projects fail the same way — optimistic utilization numbers, unpriced maintenance, a study scoped narrower than the question. I'd bring that scrutiny and a parent's stake in the answer. 2 of 4 Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 50 Packet Pg. 56 of 474 2. Please describe an issue that recently came before the Commission that is of particular interest to you and describe why you are interested in it. Archived video meetings are available from the Midpen Media Center. On March 24, 2026, the Commission reviewed the Cubberley Conceptual Master Plan and forwarded it to Council. One commissioner abstained because the plan arrived without architectural or landscape renderings, arguing residents can't back what they can't picture — "you can't love an abstract." That exchange drew me in. Cubberley is where my daughter goes for dance lessons, and the concept plan states that within 10 to 20 years every building on the 35-acre site reaches the end of its functional life. Doing nothing is also a decision. Residents back the unglamorous work — plumbing, electrical, HVAC, seismic — more than a new pool or teen center. I'm interested because we need to get creative and find a path forward together 3. If appointed, what specific goals would you like to see the Parks and Recreation Commission achieve, and how would you help in the process? Three goals, all drawn from the FY27 work plan: 1. Close the Cubberley credibility gap. I'd push for what voters said was missing: renderings, a phase-one scope in plain language, and an honest split between must-fix infrastructure and new amenities. 2. Settle the turf question with evidence. The natural grass pilot needs its success rubric fixed before results arrive — playable hours per year, cost per playable hour, downtime, heat, PFAS — so the data can't be reinterpreted to suit whoever is arguing. 3. Turn park dedication from a list into a recommendation. The target is 4 acres per 1,000 residents and a park within a half-mile of every home. That is a walkability standard for kids. I'd help get at least one site formally recommended this year. I'd contribute by reading the packet, serving on ad hoc committees, and asking the uncomfortable question early, when it's still cheap to answer. 4. Parks and Recreation Commission Members work with the documents listed below. If you have experience with any of these documents, please describe that experience. Experience with these documents is not required for selection. Parks, Trails, Natural Open Spaces, & Recreation Master Plan (2017) Palo Alto Comprehensive Plan (2017): Community Services and Facilities Element & Natural Environment Element Baylands Master Plan (2008) Park Dedication Ordinance (Municipal Code) Bicycle - Pedestrian Transportation Plan (2012) Youth Master Plan (2003) Help us Improve Cubberley Palo Alto Baylands Master Plan (2008) Sustaining the Legacy Palo Alto Urban Forest Master Plan (2019) Foothills Fire Management Plan Update (2025) I reviewed 'Help us Improve Cubberley' webpage and associated documents If you'd like to provide any additional documents, please upload below. Please confirm that you have read the Boards and Commissions Handbook. View the Boards and Commissions Handbook. Yes 3 of 4 Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 51 Packet Pg. 57 of 474 Signature Name of signatory: Abhijit Solanki Link to signature Date Completed 08/27/2026 4 of 4 Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 52 Packet Pg. 58 of 474 Parks & Recreation Commission Application Submitted on 29 August 2026, 7:33PM Receipt number 114 Related form version 15 Personal Information Name Art Robinson Cell Phone Number Home Phone Number Email Address Are you a Palo Alto resident?Yes Address City Palo Alto Postal Code 94306 Do you have any relatives or members of your household who are employed by the City of Palo Alto, who are currently serving on the City Council, or who are Commissioners or Board Members? No Are you available and committed to complete the term applied for? Yes Fair Political Practices California state law requires board/commission members to file a disclosure of financial interests (Fair Political Practices Commission, Conflict of Interest, Form 700). Do you/your spouse have an investment in, or do you or your spouse serve as an officer or director of, a company doing business in Palo Alto which you believe is likely to: 1. Engage in business with the City; 2. Provide products or services for City projects; or 3. Be affected by decisions of this Board or Commission? No 1 of 3 Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 53 Packet Pg. 59 of 474 Excluding your principal residence, do you or your spouse own real property in Palo Alto? No How did you learn about the vacancy on the Parks and Recreation Commission? City Website Consent to Publish Personal Information on the City of Palo Alto Website Read the code, and check only ONE option below:I request that the City of Palo Alto redact my home address, phone numbers, and email address from the attached Board and Commission Application prior to posting to the City’s website. Personal and Job Experience Occupation kinesiologist Please list your relevant education, training, experience, certificates of training, licenses, and professional registration. If describing work experience, please include company/employer name and occupation. MA-kinesiology; Certified Personal Trainer (ACSM-CPT) Please describe your involvement in community activities, volunteer and civic organizations, including dates and any offices held. volunteer VA Palo Alto; volunteer SF General Hospital Application Questions 1. Why are you interested in serving on the Parks & Recreation Commission and what experience would you bring to the position? I am interested in serving on the Parks & Recreation Commission because I value community wellness and believe accessible, well‑maintained recreational spaces strengthen the quality of life for all residents. My background in fitness, exercise science, and public‑facing roles has given me practical experience supporting health‑oriented programs and understanding how people use recreational facilities. I am eager to contribute my perspective, collaborate with others, and help guide initiatives that promote active living and community engagement. 2. Please describe an issue that recently came before the Commission that is of particular interest to you and describe why you are interested in it. Archived video meetings are available from the Midpen Media Center. The proposed housing development in south Palo Alto should be paired with a meaningful expansion of parks and recreation facilities that serve the growing population. Relying solely on Cubberley is not sufficient, as the area will need additional accessible, modern, and well‑maintained spaces that support community health and active living. Strengthening recreational infrastructure alongside new housing ensures that residents have equitable opportunities to gather, exercise, and enjoy high‑quality public amenities. 3. If appointed, what specific goals would you like to see the Parks and Recreation Commission achieve, and how would you help in the process? I would like the Commission to advance initiatives that expand accessible, evidence‑based recreation programs supporting physical activity, healthy aging, and overall community wellbeing. With my education in exercise science and practical experience 2 of 3 Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 54 Packet Pg. 60 of 474 promoting fitness and functional training, I can help shape programs that are safe, inclusive, and grounded in best practices. I would contribute by reviewing proposals through a health‑focused lens, collaborating with staff and community members, and helping ensure our parks and recreation services meet the evolving needs of residents. 4. Parks and Recreation Commission Members work with the documents listed below. If you have experience with any of these documents, please describe that experience. Experience with these documents is not required for selection. Parks, Trails, Natural Open Spaces, & Recreation Master Plan (2017) Palo Alto Comprehensive Plan (2017): Community Services and Facilities Element & Natural Environment Element Baylands Master Plan (2008) Park Dedication Ordinance (Municipal Code) Bicycle - Pedestrian Transportation Plan (2012) Youth Master Plan (2003) Help us Improve Cubberley Palo Alto Baylands Master Plan (2008) Sustaining the Legacy Palo Alto Urban Forest Master Plan (2019) Foothills Fire Management Plan Update (2025) I have only read about some of these in the local media. If you'd like to provide any additional documents, please upload below. Please confirm that you have read the Boards and Commissions Handbook. View the Boards and Commissions Handbook. Yes Signature Name of signatory: Art Robinson Link to signature Date Completed 08/29/2026 3 of 3 Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 55 Packet Pg. 61 of 474 Parks & Recreation Commission Application Submitted on 27 August 2026, 3:13PM Receipt number 112 Related form version 15 Personal Information Name Aubrey Whitcomb Cell Phone Number Home Phone Number Email Address Are you a Palo Alto resident?Yes Address City Palo Alto Postal Code 94303 Do you have any relatives or members of your household who are employed by the City of Palo Alto, who are currently serving on the City Council, or who are Commissioners or Board Members? No Are you available and committed to complete the term applied for? Yes Fair Political Practices California state law requires board/commission members to file a disclosure of financial interests (Fair Political Practices Commission, Conflict of Interest, Form 700). Do you/your spouse have an investment in, or do you or your spouse serve as an officer or director of, a company doing business in Palo Alto which you believe is likely to: 1. Engage in business with the City; 2. Provide products or services for City projects; or 3. Be affected by decisions of this Board or Commission? Yes 1 of 4 Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 56 Packet Pg. 62 of 474 Excluding your principal residence, do you or your spouse own real property in Palo Alto? No How did you learn about the vacancy on the Parks and Recreation Commission? City Website Consent to Publish Personal Information on the City of Palo Alto Website Read the code, and check only ONE option below:I request that the City of Palo Alto redact my home address, phone numbers, and email address from the attached Board and Commission Application prior to posting to the City’s website. Personal and Job Experience Occupation Vice President, General Manager Please list your relevant education, training, experience, certificates of training, licenses, and professional registration. If describing work experience, please include company/employer name and occupation. VP/GM, Neiman Marcus, Palo Alto (2022 to present): full P&L accountability for one of the company’s highest-volume stores and a 150-person organization; responsibility for a large public- facing operation including sales, service, client experience, safety, deliveries, concession relationships, events, and facility upkeep. Director, Sales & Client Experience, Neiman Marcus, Beverly Hills (2019 to 2022). Multi-Unit Assistant General Manager, DFS Group/LVMH, San Francisco (2018 to 2019): directed sales across multiple luxury boutiques; led a major renovation program. Earlier leadership at Bloomingdale’s (including Palo Alto), Gucci, and Nordstrom (1999 to 2018). Co-founder of two small businesses: Cielo Aircraft Care (aviation services) and Powered by ARIE LLC (software). B.S., Organizational Leadership, Azusa Pacific University. MIT Sloan Executive Education: Executive Certificate in Digital Business (expected 2026); Artificial Intelligence: Implications for Business Strategy (2025). Please describe your involvement in community activities, volunteer and civic organizations, including dates and any offices held. Member, Stanford Shopping Center Merchant Board (2022 to present); elected by fellow merchants to serve two years as Merchant Board President before continuing as a board member. The board is a merchant association focused on center marketing and the shared interests of the retailers; leading it involved representing dozens of Palo Alto businesses, building consensus among them, and working with center management. I sponsor my store team’s ongoing volunteer partnership with Second Harvest of Silicon Valley, and have volunteered there myself over the years. As a Palo Alto resident and the leader of one of the city’s largest retail employers, I engage regularly with community stakeholders, local institutions, and neighboring businesses on shared issues including traffic, safety, and events. Application Questions 1. Why are you interested in serving on the Parks & Recreation Commission and what experience would you bring to the position? I’m the VP and General Manager of Neiman Marcus in Palo Alto, a Palo Alto resident, and the parent of a two year old, so I spend a lot of weekends in this city’s parks. I’d like to contribute to the 2 of 4 Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 57 Packet Pg. 63 of 474 commission that looks after them. My experience: I run a large public-facing operation with a 150-person team, which means facilities, safety, events, and service are my daily work. For the past four years I’ve represented Stanford Shopping Center’s merchants, including two years as their elected Merchant Board President, which taught me how to build agreement among people with different interests. My spouse and I also own small businesses, including one operating at Palo Alto Airport, which I would disclose and recuse from as appropriate. Parks and recreation are a big part of why families stay in Palo Alto, and I’d bring both an operator’s practicality and a young family’s perspective to the work. 2. Please describe an issue that recently came before the Commission that is of particular interest to you and describe why you are interested in it. Archived video meetings are available from the Midpen Media Center. I’m most interested in the ongoing work around Cubberley and what it should become for the community. As a parent of a young child, community centers, playing fields, and recreation programs are the city services my family will use most over the next fifteen years, and Cubberley is the biggest open question about what that future looks like. The commission reviewed the Cubberley master plan this spring, and I understand the tension: it’s a major asset, a major cost, and different groups want different things from it. That’s a familiar kind of problem to me. I’ve spent my career running a large public-facing facility and finding agreement among stakeholders who don’t start out agreeing, and I’d welcome the chance to help with this one. 3. If appointed, what specific goals would you like to see the Parks and Recreation Commission achieve, and how would you help in the process? Three things. First, keep the Parks Master Plan moving from document to reality, with practical attention to what actually gets built and maintained. Second, make sure recreation programs and facilities work for the full range of families here, including renters and working parents whose schedules don’t fit a weekday model. Third, support clear progress on Cubberley so the community stops planning and starts benefiting. How I’d help: I run facilities, events, and service operations for a living, I read budgets carefully, and I’m good at turning long discussions into decisions. 4. Parks and Recreation Commission Members work with the documents listed below. If you have experience with any of these documents, please describe that experience. Experience with these documents is not required for selection. Parks, Trails, Natural Open Spaces, & Recreation Master Plan (2017) Palo Alto Comprehensive Plan (2017): Community Services and Facilities Element & Natural Environment Element Baylands Master Plan (2008) Park Dedication Ordinance (Municipal Code) Bicycle - Pedestrian Transportation Plan (2012) Youth Master Plan (2003) Help us Improve Cubberley Palo Alto Baylands Master Plan (2008) Sustaining the Legacy Palo Alto Urban Forest Master Plan (2019) Foothills Fire Management Plan Update (2025) I haven’t worked professionally with these documents. My familiarity is as a user and a neighbor. My family uses Palo Alto’s parks and playgrounds weekly, and through my family’s business at Palo Alto Airport I know the Baylands area first-hand, though not the Master Plan itself. Professionally, I operate large facilities, plan events, and manage capital and maintenance budgets, which is the same kind of work these plans describe. Before my first meeting I would study the Parks, Trails, Natural Open Spaces & Recreation Master Plan and the Cubberley materials, since those frame most of the commission’s current work. Learning dense material quickly is part of my job, and I’m comfortable saying what I don’t know yet. If you'd like to provide any additional documents, please upload below. Whitcomb.Aubrey.docx Please confirm that you have read the Boards and Commissions Handbook. View the Boards and Commissions Handbook. Yes 3 of 4 Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 58 Packet Pg. 64 of 474 Signature Name of signatory: Aubrey Whitcomb Link to signature Date Completed 08/27/2026 4 of 4 Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 59 Packet Pg. 65 of 474 AUBREY WHITCOMB Palo Alto, CA 94303 | | | linkedin.com/in/aubreywhitcomb Palo Alto resident, retail operations executive, and small business owner PROFILE Operations leader responsible for one of Palo Alto's major retail destinations, with day-to-day accountability for a large public-facing commercial property, a 150-person organization, and one of the company's largest store P&Ls. Elected by fellow Stanford Shopping Center merchants to two years as Merchant Board President. Co-owner of two small businesses. Interested in serving Palo Alto by contributing practical experience in commercial districts, budgets, and public accountability. COMMUNITY & CIVIC LEADERSHIP Board Member; past President, Merchant Board of Directors | Stanford Shopping Center | 2023 to present • Elected by fellow merchants to a two-year term as president of the merchant association, representing dozens of Palo Alto retailers on shared interests; continue to serve as a board member. • Sponsor my store team's ongoing volunteer partnership with Second Harvest of Silicon Valley; have volunteered there myself over the years. PROFESSIONAL LEADERSHIP Vice President & General Manager | Neiman Marcus, Palo Alto | Aug 2022 to present • Full profit-and-loss accountability for one of the company's highest-volume stores and a 150-person organization; three consecutive years of record volume through an ownership change and corporate restructuring. • Daily responsibility for a large public-facing operation: sales, service, and client experience; safety and security; deliveries; concession partner relationships; events; and facility upkeep. • Team engagement well above the company average on the annual survey; built a twelve-person leadership team by developing internal talent. Director, Sales & Client Experience | Neiman Marcus, Beverly Hills | 2019 to 2022 • Sole director under the GM at a 300-person flagship; 95% workforce retention through data-led people leadership. Multi-Unit Assistant General Manager | DFS Group (LVMH), San Francisco | 2018 to 2019 • Directed sales across multiple high-volume luxury boutiques; led a major multi-year renovation program. Earlier Leadership | Bloomingdale's, Gucci, Nordstrom, and others | 1999 to 2018 • Progressive roles across Bay Area retail including Bloomingdale's Palo Alto; led Mobile POS rollouts that became company-wide standards; Bloomingdale's Executive of the Year, 2009 and 2010. SMALL BUSINESS OWNERSHIP • Cielo Aircraft Care, co-founder: private aviation services built from zero, including market entry, permitting, and insurance. • ARIE (Powered by Arie LLC), co-founder: California software company; lead pricing, positioning, and operations. EDUCATION • B.S., Organizational Leadership, Azusa Pacific University; MIT Sloan Executive Education certificates in Digital Business (expected 2026) and AI strategy (2025). Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 60 Packet Pg. 66 of 474 Parks & Recreation Commission Application Submitted on 30 August 2026, 9:06AM Receipt number 115 Related form version 15 Personal Information Name Ben Lenail Cell Phone Number 6507991075 Home Phone Number 6507991075 Email Address benlenail@gmail.com Are you a Palo Alto resident?Yes Address 1441 Hamilton Ave. City Palo Alto Postal Code 94301 Do you have any relatives or members of your household who are employed by the City of Palo Alto, who are currently serving on the City Council, or who are Commissioners or Board Members? No Are you available and committed to complete the term applied for? Yes Fair Political Practices California state law requires board/commission members to file a disclosure of financial interests (Fair Political Practices Commission, Conflict of Interest, Form 700). Do you/your spouse have an investment in, or do you or your spouse serve as an officer or director of, a company doing business in Palo Alto which you believe is likely to: 1. Engage in business with the City; 2. Provide products or services for City projects; or 3. Be affected by decisions of this Board or Commission? No 1 of 3 Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 61 Packet Pg. 67 of 474 Excluding your principal residence, do you or your spouse own real property in Palo Alto? Yes How did you learn about the vacancy on the Parks and Recreation Commission? Email from the City Consent to Publish Personal Information on the City of Palo Alto Website Read the code, and check only ONE option below:I give permission for the City of Palo Alto to post to the City’s website the attached Board and Commission Application intact. I have read and understand my rights under Government Code Section 6254.21. I may revoke this permission at any time by providing written notice to the Palo Alto City Clerk. Personal and Job Experience Occupation healthcare investor Please list your relevant education, training, experience, certificates of training, licenses, and professional registration. If describing work experience, please include company/employer name and occupation. I have an MBA from the University of Washington (1988), and worked in tech in the Silicon Valley from 1989 until 2019. I have since focused on life sciences and biomedical innovation, investing in startups and sponsoring academic medical research. I am Vice- Chair of the American Brain Foundation, and affiliated with Stanford Medicine, UCSF, and the Chan Zuckerberg Initiative. Please describe your involvement in community activities, volunteer and civic organizations, including dates and any offices held. I have lived in Palo Alto since 1999. I served two terms on the PAUSD Parcel Tax Oversight Committee; and served on the exceptional committee to rename Palo Alto public schools (2016- 17). I served on the Board of the International School of the Peninsula (now SV INTL) 2000-2007. I am now involved in the Long-Term Planning committee at All Saints Episcopal Church. Application Questions 1. Why are you interested in serving on the Parks & Recreation Commission and what experience would you bring to the position? I was very outdoorsy and athletic, and raised two sons in Palo Alto. So I love our parks and recreational facilities. I am now a person with reduced mobility, so I have a huge heart for accessibility, and allowing all people to enjoy recreational spaces as much as possible. I led a project to build the Max Lenail Memorial Bridge (www.bridgeformax.com) at Mission Trails Regional Park in San Diego from 2021 until 2025. Mission Trails Regional Park is the biggest municipal park (8,000 acres) in the State of California. I learnt a lot about building infrastructure in a city park, with all the surveys, permits, and approvals needed to proceed. 2 of 3 Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 62 Packet Pg. 68 of 474 2. Please describe an issue that recently came before the Commission that is of particular interest to you and describe why you are interested in it. Archived video meetings are available from the Midpen Media Center. Managament of Foothills Park - how much access to give, and fire prevention. Tennis courts - how much access to give to non-Palo Alto residents, and how to manage requests for pickleball space. Baylands: how to coexist with the airport, improve access for birders and others, and maintain ecological preservation. 3. If appointed, what specific goals would you like to see the Parks and Recreation Commission achieve, and how would you help in the process? I don't know that I have set goals. I'd want to learn all about the tradeoffs between budget resources and goals for stewardship and maintenance of all the assets we have. 4. Parks and Recreation Commission Members work with the documents listed below. If you have experience with any of these documents, please describe that experience. Experience with these documents is not required for selection. Parks, Trails, Natural Open Spaces, & Recreation Master Plan (2017) Palo Alto Comprehensive Plan (2017): Community Services and Facilities Element & Natural Environment Element Baylands Master Plan (2008) Park Dedication Ordinance (Municipal Code) Bicycle - Pedestrian Transportation Plan (2012) Youth Master Plan (2003) Help us Improve Cubberley Palo Alto Baylands Master Plan (2008) Sustaining the Legacy Palo Alto Urban Forest Master Plan (2019) Foothills Fire Management Plan Update (2025) I have read the 2017 Master Plan. If you'd like to provide any additional documents, please upload below. LENAIL Resume April 2025.pdf Please confirm that you have read the Boards and Commissions Handbook. View the Boards and Commissions Handbook. Yes Signature Name of signatory: Ben Lenail Link to signature Date Completed 08/30/2026 3 of 3 Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 63 Packet Pg. 69 of 474 linkedin.com/in/benlenail Palo Alto, CA benlenail@gmail.com (650) 799-1075 Ben Lenail EXECUTIVE SUMMARY Effective operational executive with experience in biotech, medical devices, solar energy, and enterprise computing. Excelled in large tech corporations and startups, management consulting, and foundations. Proven success in taking an enterprise-wide view to build and scale teams, operations, products, partnerships, and revenue. Accomplished in fundraising, corporate transactions (IP, technology licensing, acquisitions), government grants and incentives, strategic alliances and joint ventures. Biotech Expertise includes: ● Drug development lifecycle ● Patient and clinician engagement ● Regulatory Affairs ● Portfolio Strategies ● Strategic Industry and Academic Partnerships ● Non-dilutive financing ● Product Launch, Commercialization, Market Access PROFESSIONAL EXPERIENCE CIONIC, San Francisco, CA 2021 - present Commercial Advisor ● Acted as interim Chief Commercial Officer, reporting to the CEO of this medical device company. Beta-tested the device, helped debug and customize it, and became a prominent ambassador. ● Created and presided over Scientific Advisory Board. Reviewed clinical and medical economics studies to build evidence for the product. ● Contributed to go-to-market and commercialization plan, both with DTC/virtual care and with specialty neuro and Physical Medicine & Rehab clinics. ● Contributed to reimbursement push with the Veterans Administration, Medicare Advantage, and private insurance. Developed payer value proposition, pricing and market access strategy, channel and distribution programs, and patient support services (including analysis of claims, billing, and co-pay assistance). ● Contributed to Series A fund-raise materials and pitches. DEEP GENOMICS, Toronto, ON 2020 - 2021 Business Consultant ● Advised CEO on external-facing activities and internal business planning. ● Managed outreach to patient groups and Key Opinion Leaders in US, Canada, and Europe for top therapeutic candidates. ● Organized Medical Advisory Board for primary drug program. ● Managed key vendors for sponsored testing; for natural history and clinical trial readiness; for patient education; and for PR. ● Directed L.E.K. Consulting for economic analysis of drug portfolio. ● Contributed to special projects on market and competitive position, and business development and regulatory strategy for preclinical targets. Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 64 Packet Pg. 70 of 474 MAX LENAIL MEMORIAL BRIDGE, San Diego, CA 2021 Campaign Chair ● Campaigned for the construction of a pedestrian bridge at the San Diego River Crossing at Mission Trails Regional Park, leveraging my skills in design & engineering, TV and press, community relations, government affairs, fund- raising, and project management. ● Project was approved by the City of San Diego in record time (< 5 months) and received extraordinary funding from the State of California in July 2021. ALTA DEVICES, Sunnyvale, CA 2011 - 2019 Director Business Development ● Managed customer development, leading to revenue with makers of high-altitude, long-endurance (HALE) unmanned aircraft (UAV); Low Earth orbit satellites; wearable devices; and wireless sensors. ● Ramped the Sales & Marketing team from two to thirteen staffers by recruiting Junior Military Officers with engineering backgrounds. Sourced qualified candidates for R&D and manufacturing teams. ● Headed company’s defense procurement and export control compliance programs. ● Led government affairs on policy and regulatory issues; and energy, defense and UAV industry groups. ● Drove selection of industrial site, securing factory locations and government incentives in the US, Mexico, Taiwan, Singapore, China and Malaysia. ● Built strategic plan for supply chain, including top chemical & wafer consumables. ● Prepared and presented materials to investors for Series D fundraise. ● Drove grant submission and acted as Principal Investigator on three US Department of Energy projects with partners Dow Chemical, GE Global Research, and SunPower. HEATHTECH CAPITAL, Palo Alto, CA 2013 - Present Investor, Screening Committee Co-Lead ● Screened hundreds of early stage startups and led due diligence. Invested in 35 companies, and have been actively involved in 10. ● Advised Perlara, a San Francisco biotech performing foundational research (novel animal models, high- throughput compound screening) on ultra-rare genetic diseases. ALD CONNECT, Boston, MA 2013 - 2024 Co-Founder, Board Member, Business Strategy Officer ● Co-founded this rare disease research consortium; and recruited patients, biotech industry executives and Principal Investigators from clinical centers to Board of Directors and workgroups. ● Co-authored PCORI and NINDS grant applications and program performance reports. ● Advocated with elected officials for newborn screening legislation. ● Produced a disease explainer video, and a Physical Therapy video. ● Drove strategy for a private social network for patients. ● Gave keynotes at Orphan Drugs conferences, The Milken Institute’s Partnering for Cures, Stanford Medicine X, Global Genes, and JP Morgan. ● Advised Minoryx Therapeutics and Autobahn Therapeutics: biotech companies with programs for this indication. PREVIOUS PROFESSIONAL EXPERIENCE STANFORD UNIVERSITY 2010-2011 Distinguished Visiting Scholar Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 65 Packet Pg. 71 of 474 Contributed to an ARPA-E funded project on residential energy usage. Designed innovative sensor networks, and usage disaggregation technologies; dynamic pricing and demand response incentives; and social networking features in collaboration with utilities – resulting in a platform for energy efficient behavior as an integral part of the connected home. SUN MICROSYSTEMS – Palo Alto, CA and Geneva, Switzerland 1995-2010 Senior Director, Corporate Development ● Defined and negotiated Sun's strategic relationship with Microsoft and VMware. Managed implementation of 2004 $2.2bn Sun/Microsoft settlement from inception. ● Guided Sun's public policy efforts related to Microsoft with the European Commission, US DoJ, International Standards Org. and the Open Document Format (ODF) Alliance. ● Led Sun's Windows and VMware business, resulting in distribution channel (OEM) contracts and major sales and marketing alliances in 2007-08. ● Led Sun sell-to team on Microsoft Azure data centers, participating in several RFPs. ● Drove Sun/Microsoft interactive TV engineering and sales partnership. ● Company representative with industry analysts, media, and through 300 briefings for customers and partners. Developed content for PR, major trade shows, earnings calls and CEO’s blog. ● Executed two cloud software acquisitions, one divestiture, and integration plan with Oracle. EDS – San Francisco, CA 1992-1995 Consulting engagements at Del Monte, Bristol-Myers, Silicon Graphics, Attachmate and Physio-Control. ACCENTURE – Seattle, WA 1988-1992 Consulting engagements at Pacific Bell and US West. BOARDS AND ACTIVITIES ● American Brain Foundation (research arm of the American Academy of Neurology), Vice-Chairman. ● Chan Zuckerberg Initiative, Rare as One. ● USCF Center for Vulnerable Populations. ● Industry affiliate for Stanford eWear program for epidermal electronics. ● Past: ● Tutor in 3rd grade in Ravenswood public schools, East Palo Alto (weekly shift). ● Palo Alto Unified School District (PAUSD) Committee on Renaming Schools. ● Silicon Valley Social Ventures (SV2) Executive Committee and Treasurer, managing $1.6 million annual budget and investments. ● Palo Alto Unified School District (PAUSD) Citizens Oversight Committee. ● Activist member of California Business Defense, a group of entrepreneurs campaigning to reinstate the Qualified Small Business Stock (QSBS) tax credit. ● Board of Trustees of the International School of the Peninsula. Chaired Development, HR/Compensation, Trustee, and Audit Committees. ● Led four service trips to Guatemala, Honduras and Nicaragua with Agros. ● Board of Peninsula Open Space Trust (POST). EDUCATION UNIVERSITY OF WASHINGTON, MBA Finance and Operations Management Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 66 Packet Pg. 72 of 474 SCIENCES-PO PARIS, BA Economics PROFESSIONAL DEVELOPMENT Strategies and Leadership in Supply Chains (Stanford GSB). International Manufacturing Program (INSEAD Fontainebleau). Measurement and Control Program (International Society of Automation). Continuing education in Internet Advertising, Social Network Theory, Clean Tech Entrepreneurship, Neuroscience and Cancer Biology (Stanford). Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 67 Packet Pg. 73 of 474 Parks & Recreation Commission Application Submitted on 28 August 2026, 3:14PM Receipt number 111 Related form version 15 Personal Information Name Bing Betty Wei Cell Phone Number 6508420209 Home Phone Number Email Address bbwei99@gmail.com Are you a Palo Alto resident?Yes Address 363 HAWTHORNE AVE City PALO ALTO Postal Code 94301 Do you have any relatives or members of your household who are employed by the City of Palo Alto, who are currently serving on the City Council, or who are Commissioners or Board Members? No Are you available and committed to complete the term applied for? Yes Fair Political Practices California state law requires board/commission members to file a disclosure of financial interests (Fair Political Practices Commission, Conflict of Interest, Form 700). Do you/your spouse have an investment in, or do you or your spouse serve as an officer or director of, a company doing business in Palo Alto which you believe is likely to: 1. Engage in business with the City; 2. Provide products or services for City projects; or 3. Be affected by decisions of this Board or Commission? No 1 of 4 Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 68 Packet Pg. 74 of 474 Excluding your principal residence, do you or your spouse own real property in Palo Alto? No How did you learn about the vacancy on the Parks and Recreation Commission? Other: current Vice Chair for PRC Consent to Publish Personal Information on the City of Palo Alto Website Read the code, and check only ONE option below:I give permission for the City of Palo Alto to post to the City’s website the attached Board and Commission Application intact. I have read and understand my rights under Government Code Section 6254.21. I may revoke this permission at any time by providing written notice to the Palo Alto City Clerk. Personal and Job Experience Occupation Startup Advisor on AI and Healthcare Please list your relevant education, training, experience, certificates of training, licenses, and professional registration. If describing work experience, please include company/employer name and occupation. Senior executive with 25+ years of experience spanning technology, marketing communications, public-private partnerships, government affairs, AI/healthcare innovation, and international business. Marketing Communications Director, Cisco Systems — Strategic communications, public-private partnerships, technology, gov relations. SVP, Global Initiatives, Bay Area Council — International economic development, technology, and government relations. Chief Growth Officer, Karyon Bio — AI-enabled healthcare innovation, strategic partnerships, market development, and government/institutional relations. Vice Chair, Palo Alto Parks & Recreation Commission — Public governance, policy, community engagement. President & Co-Founder, 8by8 Vote — Civic engagement for youth Advisory Board Member, University of Sussex Business School — Business strategy, technology, entrepreneurship. Harvard Business School Women on Boards — Board Certified; executive training in AI, and public policy. Please describe your involvement in community activities, volunteer and civic organizations, including dates and any offices held. My community engagement spans civic leadership, youth development, education, and cross-cultural student exchange. Since May 2023, I have served as a Commissioner on the City of Palo Alto Parks and Recreation Commission, advocating for inclusive public spaces, youth mental health and resilience, and stronger connections across generations and communities. A Presidential Leadership Scholar (PLS, honored by the Clinton and Bush Foundations and mentored by both Presidents for life, I was highlighted as the Immigrant Leader of in 2021 by the PLS foundation. I have bee a Board Director and Vice President of Neighbors Abroad of Palo Alto since 2012, established our 8th Sister City between PA & Yangpu of Shanghai), supporting international student exchange, combat xenophobia. At Cisco in 2008, I created a Pen-Pal programme connecting Bay Area/Palo Alto youth with teen orphans in earthquake-affected in Sichuan. I 2 of 4 Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 69 Packet Pg. 75 of 474 was also a the co-founder for advocating bilingual education in SF in 2006. Application Questions 1. Why are you interested in serving on the Parks & Recreation Commission and what experience would you bring to the position? Having served on the PRC for 3.5 years and certified myself as a local naturalist, I find it rewarding to be able to help shape policies and programs and, more importantly, to listen to residents and translate community needs into practical recommendations. I believe with my extensive leadership and board experience in government, business, and the nonprofit sector, I can make more difference to renew my term. On the PRC Commission, I have worked with City staff, fellow commissioners, residents, and community partners on issues including youth programs, mental health, aquatics, trails, accessibility, and long-term park planning. I would bring to the Commission strategic thinking, strong community engagement, collaborative leadership, and the ability to connect big-picture vision with practical execution. Most importantly, I bring a genuine commitment to making Palo Alto’s parks and recreation system more inclusive, accessible, innovative, and responsive to the community. 2. Please describe an issue that recently came before the Commission that is of particular interest to you and describe why you are interested in it. Archived video meetings are available from the Midpen Media Center. An issue that has been particularly meaningful to me is the Commission’s work on youth mental health and how our parks and recreation system can support young people’s well-being. I believe we need to look beyond traditional programs and recognize the healing power of nature, especially leveraging our parks for youth performance and outdoor yoga, exercise classes, planting and retreat to bring them into nature through our Enjoy Program.Today’s young people are increasingly connected to screens, yet often disconnected from nature, community, and even themselves. Parks can provide something fundamentally different: a place to breathe, move, explore, play, reflect, and be. This is why I am passionate about designing recreation programs that intentionally connect youth and cross-generational learning. I also see Palo Alto’s extraordinary open spaces as an under-used resource for prevention, resilience, and healing. 3. If appointed, what specific goals would you like to see the Parks and Recreation Commission achieve, and how would you help in the process? If appointed, I'd focus on 3 goals: expanding youth access to parks and recreation; building stronger collaboration across City commissions and community organizations; and using parks and nature to support youth well-being and resilience as well as cross-generational learning, with the opening of the downtown Youth Center. I'd work to reduce barriers such as transportation and awareness, so every young person can access the City’s parks and programs. I would also bring together Parks & Recreation, the Arts Commission, Library Advisory Commission, Historic Resources Board, schools, and PA School Board to co-develop shared initiatives that connect recreation, arts, nature, learning, and community. I would help make nature and outdoor recreation a more intentional part of youth mental health and resilience efforts.My goal is a more connected, inclusive, and youth-centered recreation system. 4. Parks and Recreation Commission Members work with the documents listed below. If you have experience with any of these documents, please describe that experience. I am especially interested in translating the Forest Master Plan the plan into meaningful community programs. One opportunity I would like to explore is a nature-based “forest meditation” or 3 of 4 Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 70 Packet Pg. 76 of 474 Experience with these documents is not required for selection. Parks, Trails, Natural Open Spaces, & Recreation Master Plan (2017) Palo Alto Comprehensive Plan (2017): Community Services and Facilities Element & Natural Environment Element Baylands Master Plan (2008) Park Dedication Ordinance (Municipal Code) Bicycle - Pedestrian Transportation Plan (2012) Youth Master Plan (2003) Help us Improve Cubberley Palo Alto Baylands Master Plan (2008) Sustaining the Legacy Palo Alto Urban Forest Master Plan (2019) Foothills Fire Management Plan Update (2025) wellness program bringing together youth and older adults. My experience working with City staff, residents, community organizations, and other commissions would allow me to help turn the Urban Forest Master Plan and update Youth Master Plan to broader goals into accessible, community-centered programs.The Youth Master Plan was established in 2003 and needs updating to accommodate our youth's needs, bringing our Youth Leadership Council to review it. If you'd like to provide any additional documents, please upload below. Please confirm that you have read the Boards and Commissions Handbook. View the Boards and Commissions Handbook. Yes Signature Name of signatory: Bing Betty Wei Link to signature Date Completed 07/28/2026 4 of 4 Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 71 Packet Pg. 77 of 474 Parks & Recreation Commission Application Submitted on 5 September 2025, 5:22pm Receipt number 85 Related form version 12 Personal Information Name Brenton Hanlon Cell Phone Number 6024211100 Home Phone Number Email Address brentonhanlon@hotmail.com Are you a Palo Alto resident?Yes Address 125 California Ave. D302 City Palo Alto Postal Code 94306 Do you have any relatives or members of your household who are employed by the City of Palo Alto, who are currently serving on the City Council, or who are Commissioners or Board Members? No Are you available and committed to complete the term applied for? Yes Fair Political Practices California state law requires board/commission members to file a disclosure of financial interests (Fair Political Practices Commission, Conflict of Interest, Form 700). Do you/your spouse have an investment in, or do you or your spouse serve as an officer or director of, a company doing business in Palo Alto which you believe is likely to: 1. Engage in business with the City; 2. Provide products or services for City projects; or 3. Be affected by decisions of this Board or Commission? No 1 of 3 Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 72 Packet Pg. 78 of 474 Excluding your principal residence, do you or your spouse own real property in Palo Alto? No How did you learn about the vacancy on the Parks and Recreation Commission? Daily Post Consent to Publish Personal Information on the City of Palo Alto Website Read the code, and check only ONE option below:I give permission for the City of Palo Alto to post to the City’s website the attached Board and Commission Application intact. I have read and understand my rights under Government Code Section 6254.21. I may revoke this permission at any time by providing written notice to the Palo Alto City Clerk. Personal and Job Experience Occupation Retired Please list your relevant education, training, experience, certificates of training, licenses, and professional registration. If describing work experience, please include company/employer name and occupation. B.S. Biochemistry/microbiology MBA Director of R&D, Beckman Instruments Director of Marketing, Syva (Syntex subsidiary) CEO, Health Assurance Inc. CEO, Hitachi Chemical Diagnostics VP Sales and Marketing, Abaxis Inc. Chairman & CEO, NeVap Inc. Please describe your involvement in community activities, volunteer and civic organizations, including dates and any offices held. Chairman, Nevada County United Way Mentor, Carlmont Highschool Biotechnology Institute (2023 - present)) Volunteer, Gamble Garden (2023 - present) Volunteer, Half Moon Bay State Park restoration team (2024 - present). Volunteer, San Jose Rose Garden (2023 - present) Volunteer, Arizona Cactus Garden, Stanford University (2024 - present) Volunteer, Sequia Union High School District (2023 - present) Volunteer, Cystic Fibrosis Research Institute (2023 - present) Volunteer tutor, 4th grade Costaño School (2025 - present Application Questions 1. Why are you interested in serving on the Parks & Recreation Commission and what experience would you bring to the position? I am a volunteer at Half Monn Bay State Park, removing invasive species and restoring native species. Now that I'm retired and have some free time, I thought my extensive experience with planning, resource management, business management and budgeting may be useful to the Parks and Recreation Commission 2. Please describe an issue that recently came before the Commission that is of particular interest to you and describe why you are interested in it. Archived video meetings are available from the Midpen Media Center. I don't have any specific interest beyond helping with the preservation of parks and open spaces, planning and budgeting. 2 of 3 Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 73 Packet Pg. 79 of 474 3. If appointed, what specific goals would you like to see the Parks and Recreation Commission achieve, and how would you help in the process? Preservation/restoration of open spaces, efficient resource management, good long and short-term planning, and responsive to community members. 4. Parks and Recreation Commission Members work with the documents listed below. If you have experience with any of these documents, please describe that experience. Experience with these documents is not required for selection. Parks, Trails, Natural Open Spaces, & Recreation Master Plan (2017) Palo Alto Comprehensive Plan (2017): Community Services and Facilities Element & Natural Environment Element Baylands Master Plan (2008) Park Dedication Ordinance (Municipal Code) Bicycle - Pedestrian Transportation Plan (2012) Youth Master Plan (2003) Cubberley Community Advisory Committee Report (2013) Concordia Master Plan (2019) Not experienced with these specific documents, but familiar with the processes involved with creating strategic plans, business plans and budgets. And of course Board meetings. If you'd like to provide any additional documents, please upload below. Please confirm that you have read the Boards and Commissions Handbook. View the Boards and Commissions Handbook. Yes Signature Name of signatory: Brenton Hanlon Link to signature Date Completed 09/05/2024 3 of 3 Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 74 Packet Pg. 80 of 474 Parks & Recreation Commission Application Submitted on 2 September 2026, 1:49PM Receipt number 122 Related form version 15 Personal Information Name Leo Hochberg Cell Phone Number Home Phone Number Email Address Are you a Palo Alto resident?Yes Address City Palo Alto Postal Code 94303 Do you have any relatives or members of your household who are employed by the City of Palo Alto, who are currently serving on the City Council, or who are Commissioners or Board Members? No Are you available and committed to complete the term applied for? Yes Fair Political Practices California state law requires board/commission members to file a disclosure of financial interests (Fair Political Practices Commission, Conflict of Interest, Form 700). Do you/your spouse have an investment in, or do you or your spouse serve as an officer or director of, a company doing business in Palo Alto which you believe is likely to: 1. Engage in business with the City; 2. Provide products or services for City projects; or 3. Be affected by decisions of this Board or Commission? No 1 of 4 Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 75 Packet Pg. 81 of 474 Excluding your principal residence, do you or your spouse own real property in Palo Alto? No How did you learn about the vacancy on the Parks and Recreation Commission? Email from the City Consent to Publish Personal Information on the City of Palo Alto Website Read the code, and check only ONE option below:I request that the City of Palo Alto redact my home address, phone numbers, and email address from the attached Board and Commission Application prior to posting to the City’s website. Personal and Job Experience Occupation Engineer & Musician Please list your relevant education, training, experience, certificates of training, licenses, and professional registration. If describing work experience, please include company/employer name and occupation. I am an entrepreneur, with a focus on software & mechanical engineering projects and services. I've also been heavily involved in volunteering in local public schools and youth sports. As a musician, my band performs approx. weekly at the California Ave farmer's market. 2016-present: Founder of Stampnik.com (an online postage business) 2012-14: Sr. Web Engineer @ Wepay, building online payment platform projects 2004-05: Stanford, M.S. in Mechanical Engineering 1999-2003: MIT, B.S. in Mechanical Engineering Please describe your involvement in community activities, volunteer and civic organizations, including dates and any offices held. 2024-present: I currently volunteer weekly at JLS Middle School in the Industrial Tech classroom. 2017-24: I coached Little League baseball before my kids aged out two years ago. Alongside coaching my youth players, I helped maintain the public playing fields at Hoover Park, Greene Middle School, Greer Park, and El Camino Park. 2022-24: Classroom math support at Ohlone Elementary & overnight trip chaperone 2008-2014: I served two terms on the city's Library Advisory Commission, supporting the Measure N bond measure campaign as well as the planning and programming that was needed to complete the design process. We also supported staff in moving to a new RFID system for checking out books as well as encouraging the creation of the "Virtual Library Branch" of online services. I also play soccer with Palo Alto Adult Soccer League (PAASL) for over 15 years, and have contacted our city maintenance staff regarding lighting repair issues at Mayfield and El Camino Park. 2 of 4 Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 76 Packet Pg. 82 of 474 Application Questions 1. Why are you interested in serving on the Parks & Recreation Commission and what experience would you bring to the position? As a 22 year resident of Palo Alto, I believe that the city's parks and outdoor public spaces are one of its biggest assets. My family has personally benefited from these amenities and we are well aware that what we have is not the status quo elsewhere. My service on the Parks & Rec commission would be focused on protecting these facilities and provide constructive feedback on future proposals. I believe it is critical to weigh future facility/program benefits against possible downtime and neighborhood disturbance during whatever work is needed. 2. Please describe an issue that recently came before the Commission that is of particular interest to you and describe why you are interested in it. Archived video meetings are available from the Midpen Media Center. I find the Cubberley Plan quit interesting as it gives the community to re-build an outdated space in a way that can really server the current future needs of the community. We must also weigh the current tenants, site users, and public services that are provided by the various spaces there. Disrupting these spaces all at once would have a major detrimental effect on the various stakeholders. 3. If appointed, what specific goals would you like to see the Parks and Recreation Commission achieve, and how would you help in the process? We are sorely lacking in spaces for youth recreation and I have seen the loss of various recreation businesses over the years (we used to have a bowling alley, for example). Given the high cost of rent in our commercial spaces, the city can and should do more to create recreational spaces for teenagers to spend non-school time that is not school (or tutoring or robotics, etc). One glaring example: kids here don't have an all-ages place to perform or watch music like "924 Gilman St" in Berkeley. We also have the space and should create new facilities for outdoor activities, such as a bike park and improved skate park (let's face it, the current Greer Skate Bowl is outdated and we can do better!). Additionally, there are ongoing issues with Mayfield playing field lighting that must be addressed. 4. Parks and Recreation Commission Members work with the documents listed below. If you have experience with any of these documents, please describe that experience. Experience with these documents is not required for selection. Parks, Trails, Natural Open Spaces, & Recreation Master Plan (2017) Palo Alto Comprehensive Plan (2017): Community Services and Facilities Element & Natural Environment Element Baylands Master Plan (2008) Park Dedication Ordinance (Municipal Code) Bicycle - Pedestrian Transportation Plan (2012) Youth Master Plan (2003) Help us Improve Cubberley Palo Alto Baylands Master Plan (2008) Sustaining the Legacy Palo Alto Urban Forest Master Plan (2019) Foothills Fire Management Plan Update (2025) I am generally aware of Cubberley Plan and the Bicycle- Pedestrian Transportation Plan, but am not well-versed in these plans. I would, of course, read and understand these plans if appointed. If you'd like to provide any additional documents, please upload below. 3 of 4 Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 77 Packet Pg. 83 of 474 Please confirm that you have read the Boards and Commissions Handbook. View the Boards and Commissions Handbook. Yes Signature Name of signatory: Leo Hochberg Link to signature Date Completed 09/02/2026 4 of 4 Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 78 Packet Pg. 84 of 474 Parks & Recreation Commission Application Submitted on 1 September 2026, 9:54PM Receipt number 121 Related form version 15 Personal Information Name Marc Schoenen Cell Phone Number Home Phone Number Email Address Are you a Palo Alto resident?Yes Address City Palo Alto Postal Code 94306 Do you have any relatives or members of your household who are employed by the City of Palo Alto, who are currently serving on the City Council, or who are Commissioners or Board Members? No Are you available and committed to complete the term applied for? Yes Fair Political Practices California state law requires board/commission members to file a disclosure of financial interests (Fair Political Practices Commission, Conflict of Interest, Form 700). Do you/your spouse have an investment in, or do you or your spouse serve as an officer or director of, a company doing business in Palo Alto which you believe is likely to: 1. Engage in business with the City; 2. Provide products or services for City projects; or 3. Be affected by decisions of this Board or Commission? No 1 of 4 Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 79 Packet Pg. 85 of 474 Excluding your principal residence, do you or your spouse own real property in Palo Alto? No How did you learn about the vacancy on the Parks and Recreation Commission? Email from the City Consent to Publish Personal Information on the City of Palo Alto Website Read the code, and check only ONE option below:I request that the City of Palo Alto redact my home address, phone numbers, and email address from the attached Board and Commission Application prior to posting to the City’s website. Personal and Job Experience Occupation Human Resources Executive, Rivian and Please list your relevant education, training, experience, certificates of training, licenses, and professional registration. If describing work experience, please include company/employer name and occupation. Education: *Masters of Business Administration, Harvard Business School *Bachelor of Arts, Franklin & Marshall College Professional Certification: Certified Compensation Professional Job Experience: HR and Finance professional serving sustainability-focused technology organizations. Currently supporting electric vehicles. Please describe your involvement in community activities, volunteer and civic organizations, including dates and any offices held. I have applied for Palo Alto commissions in previous years (both Parks & Rec and the Human Relations commissions). I've been a volunteer with the Palo Alto Children's Theater (Friends of Palo Alto Children's Theater), for local Type 1 Diabetes related organizations (e.g. Breakthrough T1D) with ParkRun, have organized Blood drives, and have volunteered time and resources into various medical studies. Extending beyond a few years, I have also been a little league coach, have volunteered at our neighborhood's swimming association, etc. Application Questions 1. Why are you interested in serving on the Parks & Recreation Commission and what experience would you bring to the position? We first moved to Palo Alto fifteen years ago; we have seen greatness across our community: The creation of Magical Bridge playground, the reopening of Mitchell Park Library with Ada’s Cafe; there is much reason for optimism. After a gorgeous Summer filled with the Chili Cook-Off, concerts and movies in our parks, how can one not be excited about the splendor of Palo Alto’s myriad recreational opportunities! We are involved in local theater, sports, and frequent many small businesses that help Palo Alto thrive. In my day job, I have worked in Human Resources since moving here, at both start-ups and more established companies; my experience helps me understand challenges in optimizing resources, promoting fairness, inclusion 2 of 4 Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 80 Packet Pg. 86 of 474 and equity across populations. We spend much of our time outside, at Dog Parks, walking through the BayLands, birdwatching, and have a tenured view of the many resources Palo Alto offers. 2. Please describe an issue that recently came before the Commission that is of particular interest to you and describe why you are interested in it. Archived video meetings are available from the Midpen Media Center. The PRC has been debating a lucrative but ecologically sensitive proposal: a double-deck driving range expansion at Baylands Golf Links. The infrastructure requires raising ball-retention netting from 80 feet to 170 feet and adding nighttime lighting. I share the questions raised about alignment with the Baylands Master Plan, the Dark Skies Ordinance, and overall visual and ecological impacts. Additionally, projects like the Foothills Nature Preserve parking reconfiguration have sparked justifable debate on impacts to bird habitats and CEQA best practices. As a finance and HR professional, I am frequently called upon to rigorously evaluate capital improvement projects. I will ensure that revenue-generating infrastructure is carefully considered against strict environmental protections, aesthetics, and the long- term sustainability that has allowed Palo Alto to thrive. 3. If appointed, what specific goals would you like to see the Parks and Recreation Commission achieve, and how would you help in the process? Palo Alto is increasingly facing the management of civic utilities within delicate ecosystems. The debate over the Measure E site at Byxbee Park highlights the tension between reserving land for future wastewater biosolids processing and dedicating it as parkland. There is a somewhat analogous set of considerations with the Arastradero Creek Stabilization project. The Commission must bring these project decisions to conclusion. To support these initiatives, I intend toadvocate for nature-based engineering solutions, including infrastructure protections that restore local ecology, much like the use of Post-Assisted Log Structures (PALS) and step-pools proposed for Arastradero Creek. Additionally, I can help the commissionrigorously evaluate CEQA mitigations and land-use proposals to ensure utility needs do not cause unnecesary degradation to existing parkland. 4. Parks and Recreation Commission Members work with the documents listed below. If you have experience with any of these documents, please describe that experience. Experience with these documents is not required for selection. Parks, Trails, Natural Open Spaces, & Recreation Master Plan (2017) Palo Alto Comprehensive Plan (2017): Community Services and Facilities Element & Natural Environment Element Baylands Master Plan (2008) Park Dedication Ordinance (Municipal Code) Bicycle - Pedestrian Transportation Plan (2012) Youth Master Plan (2003) Help us Improve Cubberley Palo Alto Baylands Master Plan (2008) Sustaining the Legacy Palo Alto Urban Forest Master Plan (2019) Foothills Fire Management Plan Update (2025) I have familiarity with a few of these documents. While it was a number of years ago, I spoke at length with a few of the Palo Alto Bike Advisory Committee Members while the Bike-Pededtrian plan was being developed in the early 2010s. That was, of course, before the explosion in popularity in E-Bikes and the many issues those now create on both Palo Alto's streets as well as in its parks (like the Baylands, etc.) If you'd like to provide any additional documents, please upload below. Please confirm that you have read the Boards and Commissions Handbook. View the Boards and Commissions Handbook. Yes 3 of 4 Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 81 Packet Pg. 87 of 474 Signature Name of signatory: Marc Schoenen Link to signature Date Completed 09/01/2026 4 of 4 Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 82 Packet Pg. 88 of 474 Parks & Recreation Commission Application Submitted on 17 August 2026, 3:58PM Receipt number 105 Related form version 15 Personal Information Name Musaab Farooqui Cell Phone Number Home Phone Number Email Address Are you a Palo Alto resident?Yes Address City Palo Alto Postal Code 94306 Do you have any relatives or members of your household who are employed by the City of Palo Alto, who are currently serving on the City Council, or who are Commissioners or Board Members? No Are you available and committed to complete the term applied for? Yes Fair Political Practices California state law requires board/commission members to file a disclosure of financial interests (Fair Political Practices Commission, Conflict of Interest, Form 700). Do you/your spouse have an investment in, or do you or your spouse serve as an officer or director of, a company doing business in Palo Alto which you believe is likely to: 1. Engage in business with the City; 2. Provide products or services for City projects; or 3. Be affected by decisions of this Board or Commission? No 1 of 4 Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 83 Packet Pg. 89 of 474 Excluding your principal residence, do you or your spouse own real property in Palo Alto? No How did you learn about the vacancy on the Parks and Recreation Commission? City Website Consent to Publish Personal Information on the City of Palo Alto Website Read the code, and check only ONE option below:I request that the City of Palo Alto redact my home address, phone numbers, and email address from the attached Board and Commission Application prior to posting to the City’s website. Personal and Job Experience Occupation Data Scientist – Intuitive Machines Please list your relevant education, training, experience, certificates of training, licenses, and professional registration. If describing work experience, please include company/employer name and occupation. I hold a B.A. in Data Science from the University of California, Berkeley, with coursework in economics, statistics, data analysis, and organizational leadership. I currently work as a Data Scientist at Intuitive Machines in Palo Alto, where I use data analysis and visualization to support operational planning and decision- making. My previous professional experience includes roles at Ouster, Zebra Technologies, Applied Materials, Verizon Connect, and the Stanford Social Media Lab, where I developed experience in research, data-driven decision-making, project coordination, and working with cross-functional teams. Please describe your involvement in community activities, volunteer and civic organizations, including dates and any offices held. I have been involved in community and civic engagement through educational, research, and local government activities. From 2021–2023, I conducted research with the Stanford Social Media Lab focused on understanding social and civic issues through large-scale data analysis. More recently, I have become actively involved in Palo Alto civic affairs, including applying to serve on City boards and commissions and following local policy and community issues. I am particularly interested in contributing my professional background in data analysis and my perspective as a Palo Alto resident to projects that improve public spaces, recreation opportunities, and quality of life for the community. Application Questions 1. Why are you interested in serving on the Parks & Recreation Commission and what experience would you bring to the position? I am interested in serving on the Parks & Recreation Commission because parks, open spaces, and recreation are essential to the quality of life and sense of community in Palo Alto. As a Data Scientist at Initutive Machines, I would bring an analytical and collaborative approach to evaluating community needs, projects, and policies. As a Palo Alto resident, I would be committed to listening to residents and helping ensure these resources remain accessible and well-maintained for everyone. 2. Please describe an issue that recently came before the Commission that is of particular interest to you and I am particularly interested in the discussion about the future of the tennis and pickleball courts at Mitchell Park. I grew up about 2 of 4 Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 84 Packet Pg. 90 of 474 describe why you are interested in it. Archived video meetings are available from the Midpen Media Center. three blocks from Mitchell Park, so I have seen firsthand how important it is as a gathering and recreation space for the surrounding community. I believe the challenge is finding a balance that supports growing activities like pickleball while preserving tennis, accessibility, and the many other ways residents use the park. 3. If appointed, what specific goals would you like to see the Parks and Recreation Commission achieve, and how would you help in the process? If appointed, I would like to help ensure Palo Alto’s parks and recreation facilities remain accessible, well-maintained, and responsive to the changing needs of the community. I would especially focus on balancing competing uses of shared spaces while preserving the character of neighborhood parks. I would contribute by listening to residents, reviewing data and community feedback, and working collaboratively with staff and fellow commissioners to make practical, long-term decisions. 4. Parks and Recreation Commission Members work with the documents listed below. If you have experience with any of these documents, please describe that experience. Experience with these documents is not required for selection. Parks, Trails, Natural Open Spaces, & Recreation Master Plan (2017) Palo Alto Comprehensive Plan (2017): Community Services and Facilities Element & Natural Environment Element Baylands Master Plan (2008) Park Dedication Ordinance (Municipal Code) Bicycle - Pedestrian Transportation Plan (2012) Youth Master Plan (2003) Help us Improve Cubberley Palo Alto Baylands Master Plan (2008) Sustaining the Legacy Palo Alto Urban Forest Master Plan (2019) Foothills Fire Management Plan Update (2025) 4. Parks and Recreation Commission Members work with the documents listed below. If you have experience with any of these documents, please describe that experience. Experience with these documents is not required for selection. Required Parks, Trails, Natural Open Spaces, & Recreation Master Plan (2017) Palo Alto Comprehensive Plan (2017): Community Services and Facilities Element & Natural Environment Element Baylands Master Plan (2008) Park Dedication Ordinance (Municipal Code) Bicycle - Pedestrian Transportation Plan (2012) Youth Master Plan (2003) Help us Improve Cubberley Palo Alto Baylands Master Plan (2008) Sustaining the Legacy Palo Alto Urban Forest Master Plan (2019) Foothills Fire Management Plan Update (2025) i do because i hike these a lot of these routes frequetly If you'd like to provide any additional documents, please upload below. musaab farooqui resume.pdf Please confirm that you have read the Boards and Commissions Handbook. View the Boards and Commissions Handbook. Yes Signature Name of signatory: Musaab Farooqui Link to signature 3 of 4 Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 85 Packet Pg. 91 of 474 Date Completed 08/17/2026 4 of 4 Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 86 Packet Pg. 92 of 474 Musaab Farooqui ••linkedin.com/in/musaabf •Palo Alto, CA Education University of California, Berkeley May 2025 B.A. in Data Science (Emphasis in Economics at the Haas School of Business) Relevant Coursework: The Structure and Interpretation of Computer Programs, Data Structures, Object Oriented Programming in C++, Object Oriented Programming in Python, Foundations of Data Science, Leading People, The Ethical Environment of Business, Risk Analysis for Engineers, Econometrics Technical Skills Product Roadmapping, Go-to-Market Strategy, Product Requirements Documents (PRDs), Competitive Analysis, Customer Discovery, Market Research, Sales Enablement, Positioning & Messaging, Python, SQL, C++, Java, Excel, PowerBi, Tableau, AWS, Data Analysis, Data Modeling, Data Visualization, Statistics, A/B Testing, Lidar/Radar Technology Experience Data Scientist, Intuitive Machines August 2025 Present Built executive analytics dashboards tracking Earned Value, Actual Cost, CPI, and labor utilization, improving visibility across spacecraft bus, top, and sub assembly production lines. Partnered with manufacturing, engineering, ﬁnance, and operations teams to translate business requirements into analytics solutions supporting production decision-making. Designed automated labor and cost variance models resulting in a 15% reduction in labor hours across manufacturing workﬂows. Created data pipelines integrating manufacturing, labor, and ﬁnancial systems, reducing manual reporting effort by 30% and accelerating production reviews. Identiﬁed production bottlenecks and schedule risks through throughput analysis, increasing line efﬁciency and reducing cycle time by 12%. Product Marketing Edge Strategy Intern, Nutanix May 2025 - Aug 2025 Developed a comprehensive go to market strategy for Nutanix’s edge computing portfolio, synthesizing input from product, technical marketing, and senior leadership to deﬁne positioning, target segments, and key differentiators. Conducted competitive analysis of the edge computing landscape, mapping 20+ competing solutions across 4 market segments and identifying whitespace opportunities that expanded addressable market targeting by 25%. Created strategic positioning documents and messaging frameworks targeting IT decision makers and cloud architects, improving messaging clarity and stakeholder alignment by 40% per team feedback. Engaged cross functionally with product, engineering, and partner teams to evaluate edge technology components and validate strategic assumptions. Presented ﬁnal GTM strategy deliverable to senior leadership, incorporating stakeholder feedback and translating technical product nuances into compelling business narratives. Data Scientist Intern, Zendar Sept 2024 Jan 2025 Analyzed sensor test data and built performance dashboards, improving data quality monitoring coverage by 35% and accelerating issue detection for AI perception model development. Collected and processed LiDAR, radar, and camera datasets for model training and validation, increasing dataset coverage by 40% to improve perception model accuracy. Reduced sensor platform downtime by 22% through proactive troubleshooting and maintenance of the Linux based system and web UI during testing cycles. Collaborated cross functionally with engineering and operations to reﬁne data collection strategies and resolve discrepancies impacting model quality. Product Management Intern (Robotics), Zebra Technologies Inc.June 2024 - Sept 2024 Designed and maintained product roadmaps for autonomous mobile robotics, conducting feasibility research, assessing business impact, and prioritizing features across 3 development cycles. Developed and reﬁned go to market strategies that drove a 20% improvement in customer satisfaction scores by directly incorporating structured customer feedback into roadmap updates. Conducted customer feedback interviews to surface product gaps, analyzed ﬁndings, and presented actionable insights to engineering teams, reducing feature delivery backlog by 18% through improved prioritization. Collaborated with sales and engineering stakeholders to align product direction with customer needs and market trends. Product Management Intern, Ouster Inc.Jan 2024 June 2024 Collaborated with engineering and operations teams to develop Product Requirements Documents (PRDs), prioritize features, and manage change requests for software and hardware sensor products. Performed competitive analysis to redeﬁne product goals, identifying a 30% pricing gap versus key competitors and directly informing Ouster ’s repositioning strategy. Revised product documentation and technical manuals, reducing customer support escalations by 22% by enabling customers to more independently understand and adopt key sensor functionalities. Tested new sensor features and gathered performance data, providing structured feedback to engineering for product iteration. Served as a cross-functional liaison bridging sales, engineering, and operations to drive technical issues to resolution. Leadership Python Instructor, Berkeley Tech. Collaborative (BTC)Aug 2022 - May 2025 Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 87 Packet Pg. 93 of 474 Parks & Recreation Commission Application Submitted on 1 September 2026, 5:02PM Receipt number 120 Related form version 15 Personal Information Name Richard P. Robinson Cell Phone Number Home Phone Number Email Address Are you a Palo Alto resident?Yes Address City Palo Alto Postal Code 94306 Do you have any relatives or members of your household who are employed by the City of Palo Alto, who are currently serving on the City Council, or who are Commissioners or Board Members? No Are you available and committed to complete the term applied for? Yes Fair Political Practices California state law requires board/commission members to file a disclosure of financial interests (Fair Political Practices Commission, Conflict of Interest, Form 700). Do you/your spouse have an investment in, or do you or your spouse serve as an officer or director of, a company doing business in Palo Alto which you believe is likely to: 1. Engage in business with the City; 2. Provide products or services for City projects; or 3. Be affected by decisions of this Board or Commission? No 1 of 3 Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 88 Packet Pg. 94 of 474 Excluding your principal residence, do you or your spouse own real property in Palo Alto? No How did you learn about the vacancy on the Parks and Recreation Commission? Email from the City Consent to Publish Personal Information on the City of Palo Alto Website Read the code, and check only ONE option below:I request that the City of Palo Alto redact my home address, phone numbers, and email address from the attached Board and Commission Application prior to posting to the City’s website. Personal and Job Experience Occupation Landscape Architect Designe Please list your relevant education, training, experience, certificates of training, licenses, and professional registration. If describing work experience, please include company/employer name and occupation. Degree in Horticulture Please describe your involvement in community activities, volunteer and civic organizations, including dates and any offices held. No current activities Application Questions 1. Why are you interested in serving on the Parks & Recreation Commission and what experience would you bring to the position? I’m an Artist and a social scientist 2. Please describe an issue that recently came before the Commission that is of particular interest to you and describe why you are interested in it. Archived video meetings are available from the Midpen Media Center. No issues 3. If appointed, what specific goals would you like to see the Parks and Recreation Commission achieve, and how would you help in the process? Civic Design- Public Interest in Nature/Horticulture/California Flora 4. Parks and Recreation Commission Members work with the documents listed below. If you have experience with any of these documents, please describe that experience. Experience with these documents is not required for selection. Parks, Trails, Natural Open Spaces, & Recreation Master Plan (2017) Palo Alto Comprehensive Plan (2017): Community Services and Facilities Element & Natural Environment Element Baylands Master Plan (2008) Park Dedication Ordinance (Municipal Code) No experience 2 of 3 Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 89 Packet Pg. 95 of 474 Bicycle - Pedestrian Transportation Plan (2012) Youth Master Plan (2003) Help us Improve Cubberley Palo Alto Baylands Master Plan (2008) Sustaining the Legacy Palo Alto Urban Forest Master Plan (2019) Foothills Fire Management Plan Update (2025) If you'd like to provide any additional documents, please upload below. Please confirm that you have read the Boards and Commissions Handbook. View the Boards and Commissions Handbook. Yes Signature Name of signatory: Richard P. Robinson Link to signature Date Completed 09/01/2026 3 of 3 Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 90 Packet Pg. 96 of 474 Parks & Recreation Commission Application Submitted on 1 September 2026, 4:37PM Receipt number 113 Related form version 15 Personal Information Name Shani Kleinhaus Cell Phone Number Home Phone Number Email Address Are you a Palo Alto resident?Yes Address City Palo Alto Postal Code 94303-4508 Do you have any relatives or members of your household who are employed by the City of Palo Alto, who are currently serving on the City Council, or who are Commissioners or Board Members? No Are you available and committed to complete the term applied for? Yes Fair Political Practices California state law requires board/commission members to file a disclosure of financial interests (Fair Political Practices Commission, Conflict of Interest, Form 700). Do you/your spouse have an investment in, or do you or your spouse serve as an officer or director of, a company doing business in Palo Alto which you believe is likely to: 1. Engage in business with the City; 2. Provide products or services for City projects; or 3. Be affected by decisions of this Board or Commission? No 1 of 3 Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 91 Packet Pg. 97 of 474 Excluding your principal residence, do you or your spouse own real property in Palo Alto? No How did you learn about the vacancy on the Parks and Recreation Commission? City Website Consent to Publish Personal Information on the City of Palo Alto Website Read the code, and check only ONE option below:I request that the City of Palo Alto redact my home address, phone numbers, and email address from the attached Board and Commission Application prior to posting to the City’s website. Personal and Job Experience Occupation Environmental Advocate, Santa Clara Valley Bird Alliance Please list your relevant education, training, experience, certificates of training, licenses, and professional registration. If describing work experience, please include company/employer name and occupation. - Ph.D. Ecology - UC Davis - 4 years service PRC, including several ad-hoc committees - Member of the Comp Plan CAC - Served/serving on many advisory and stakeholder groups, in Palo Alto and elsewhere Please describe your involvement in community activities, volunteer and civic organizations, including dates and any offices held. - Palo Alto PRC commissionare - Volunteer with the Sierra Club Loma Prieta Chapter - Board member, Housing Choices Coalition (around 2010) Application Questions 1. Why are you interested in serving on the Parks & Recreation Commission and what experience would you bring to the position? I have been serving on the PRC since 2022. 2. Please describe an issue that recently came before the Commission that is of particular interest to you and describe why you are interested in it. Archived video meetings are available from the Midpen Media Center. I serve as a PRC liaison for Nature Preserves and the Urban Forest) and participated in ad-hocs the Nature Connectivity adhoc. I have participated in many adhocs and PRC discussions over the past 4 years. Most recently this included Tennis Vs. Pickleball, the Measure E site, Plastic vs. natural turf, Restoration of Adobe Creek at Arastradero Preserve, Improvements at Foothills Park and more. 3. If appointed, what specific goals would you like to see the Parks and Recreation Commission achieve, and how would you help in the process? I would like to continue working with staff and commissioners on Nature Connectivity, the Urban Forest, and stewardship of Palo Alto’s nature preserves to support biodiversity throughout the city. I am also interested in the outcomes of the natural-grass turf study, improving our parks, and the important discussions of Cubberley. 4. Parks and Recreation Commission Members work with the documents listed below. If you have experience with any of these documents, please describe that experience. I am familiar with most of these planning documents and efforts. 2 of 3 Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 92 Packet Pg. 98 of 474 Experience with these documents is not required for selection. Parks, Trails, Natural Open Spaces, & Recreation Master Plan (2017) Palo Alto Comprehensive Plan (2017): Community Services and Facilities Element & Natural Environment Element Baylands Master Plan (2008) Park Dedication Ordinance (Municipal Code) Bicycle - Pedestrian Transportation Plan (2012) Youth Master Plan (2003) Help us Improve Cubberley Palo Alto Baylands Master Plan (2008) Sustaining the Legacy Palo Alto Urban Forest Master Plan (2019) Foothills Fire Management Plan Update (2025) If you'd like to provide any additional documents, please upload below. Please confirm that you have read the Boards and Commissions Handbook. View the Boards and Commissions Handbook. Yes Signature Name of signatory: Shani Kleinhaus Link to signature Date Completed 08/31/2026 3 of 3 Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 93 Packet Pg. 99 of 474 Parks & Recreation Commission Application Submitted on 1 September 2026, 7:27PM Receipt number 116 Related form version 15 Personal Information Name Sterling Watson Cell Phone Number Home Phone Number Email Address Are you a Palo Alto resident?Yes Address City Palo Alto Postal Code 94301 Do you have any relatives or members of your household who are employed by the City of Palo Alto, who are currently serving on the City Council, or who are Commissioners or Board Members? No Are you available and committed to complete the term applied for? Yes Fair Political Practices California state law requires board/commission members to file a disclosure of financial interests (Fair Political Practices Commission, Conflict of Interest, Form 700). Do you/your spouse have an investment in, or do you or your spouse serve as an officer or director of, a company doing business in Palo Alto which you believe is likely to: 1. Engage in business with the City; 2. Provide products or services for City projects; or 3. Be affected by decisions of this Board or Commission? No 1 of 4 Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 94 Packet Pg. 100 of 474 Excluding your principal residence, do you or your spouse own real property in Palo Alto? No How did you learn about the vacancy on the Parks and Recreation Commission? Email from the City Palo Alto Weekly Consent to Publish Personal Information on the City of Palo Alto Website Read the code, and check only ONE option below:I request that the City of Palo Alto redact my home address, phone numbers, and email address from the attached Board and Commission Application prior to posting to the City’s website. Personal and Job Experience Occupation Retired Technology Executive Please list your relevant education, training, experience, certificates of training, licenses, and professional registration. If describing work experience, please include company/employer name and occupation. I have a PhD in Physics. I have decades of work experience in the local technology industry. During that time, I have used my knowledge, skills, and experience to understand challenging problems, select best options, work directly and manage people and projects to bring finished solutions to completion. Most of my career was spent at KLA where I had roles ranging from Engineer to Business General Manager. While this education and experience is not directly related to Parks and Recreation, I feel that the skills I’ve acquired can be directly relevant guiding the development and support of our parks and recreation programs. Please describe your involvement in community activities, volunteer and civic organizations, including dates and any offices held. My wife and I bought our home in Palo Alto over 30 years ago because we loved the community vibrancy, schools, history, park system, and many other attributes. When our children were younger, our community activities focused on them. We supported the schools and volunteered in a wide range of activities including sports, education, etc. In our local neighborhood, I became one of the informal “block leaders” for our block, organizing regular social events. I joined the Palo Alto ESV program and I am the BPC (Block Preparedness Coordinator) for a section of Old Palo. I have also been an OED (Outdoor Education Docent) with the Mid-Peninsula Open Space District. I led groups of elementary students through sessions at Skyline Ridge Open Space Preserve. I am an active cyclist and have helped to organize and/or support events such as the Sequoia Century, Bike Palo Alto, etc. Application Questions 1. Why are you interested in serving on the Parks & Recreation Commission and what experience would you bring to the position? The parks in Palo Alto were one of the reasons we decided to move to Palo Alto. The range and quality of parks from the many neighborhood parks to the Foothills is tremendous. I want to help make sure the existing parks are well taken care of, and that we can improve and expand them to support future needs. I have long been a very regular user of our parks. With our 2 of 4 Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 95 Packet Pg. 101 of 474 children, we enjoyed the parks, playgrounds, playing fields and camping in Foothills Preserve. Today we regularly use the parks and recreation centers for activities like community gardening, classes, racquet sports, hiking, etc. My professional experience leading projects to solve tough problems while dealing with complex constraints would serve me well guiding parks projects. I think my volunteer experience as an ESV, a docent and cycling event leader will also help me. Finally, I think my regular usage of the parks helps me to see the value of the parks and what could be improved. 2. Please describe an issue that recently came before the Commission that is of particular interest to you and describe why you are interested in it. Archived video meetings are available from the Midpen Media Center. One of the issues that the Commission has been addressing recently has been the racquet sports facilities and usage. In particular, the issue of Tennis and Pickleball has been a significant recent challenge. This has been of particular interest to me because it affects the large number of players of these sports as well as the people using the nearby facilities at Mitchell Park including the Library, Magical Bridge and others. In addition, I am personally involved as I’ve played both sports at Mitchell Park and have a close relationship with a family with disabled children. I feel I have a good personal feel for the issues. I think this is a complex issue which makes it difficult to balance the input from the various stakeholders. Each group has legitimate requests and concerns which can be somewhat in conflict. Finding the best overall solution is a challenge which will require more work in the future. 3. If appointed, what specific goals would you like to see the Parks and Recreation Commission achieve, and how would you help in the process? There are several goals I would like the Commission to help Palo Alto to achieve. • Maintain Current Parks and Recreation Facilities and Activities: It is essential to make sure that our very solid parks system is properly maintained. • Understand what our constituents want: I think it is very important that we understand what all of the stakeholders see as our objectives, especially when there are conflicting views or limited resources. • Implement Improvements Funded by Measure J: Depending on whether measure J is approved or not, we will need to develop and implement an appropriate plan while staying within budget constraints. • Expand our parks and recreation system as needed: To support the potentially growing population of Palo Alto, we should grow our park system appropriately. I think that my skills and experience outlined previously would enable me to help achieve these goals in terms of both timing and cost. I can take informal leadership for particular projects. 4. Parks and Recreation Commission Members work with the documents listed below. If you have experience with any of these documents, please describe that experience. Experience with these documents is not required for selection. Parks, Trails, Natural Open Spaces, & Recreation Master Plan (2017) Palo Alto Comprehensive Plan (2017): Community Services and Facilities Element & Natural Environment Element Baylands Master Plan (2008) Park Dedication Ordinance (Municipal Code) Bicycle - Pedestrian Transportation Plan (2012) Youth Master Plan (2003) I have no direct experience with any of these documents. However, I’ve reviewed some of them and could research in much more detail if a focus area was determined. 3 of 4 Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 96 Packet Pg. 102 of 474 Help us Improve Cubberley Palo Alto Baylands Master Plan (2008) Sustaining the Legacy Palo Alto Urban Forest Master Plan (2019) Foothills Fire Management Plan Update (2025) If you'd like to provide any additional documents, please upload below. Please confirm that you have read the Boards and Commissions Handbook. View the Boards and Commissions Handbook. Yes Signature Name of signatory: Sterling Watson Link to signature Date Completed 09/01/2026 4 of 4 Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 97 Packet Pg. 103 of 474 Parks & Recreation Commission Application Submitted on 1 September 2026, 2:01PM Receipt number 119 Related form version 15 Personal Information Name Virginia Ruiz Albacete Cell Phone Number 6502106811 Home Phone Number Email Address virginia.ruiza@gmail.com Are you a Palo Alto resident?Yes Address 1015 High Street City Palo Alto Postal Code 94301 Do you have any relatives or members of your household who are employed by the City of Palo Alto, who are currently serving on the City Council, or who are Commissioners or Board Members? No Are you available and committed to complete the term applied for? Yes Fair Political Practices California state law requires board/commission members to file a disclosure of financial interests (Fair Political Practices Commission, Conflict of Interest, Form 700). Do you/your spouse have an investment in, or do you or your spouse serve as an officer or director of, a company doing business in Palo Alto which you believe is likely to: 1. Engage in business with the City; 2. Provide products or services for City projects; or 3. Be affected by decisions of this Board or Commission? No 1 of 4 Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 98 Packet Pg. 104 of 474 Excluding your principal residence, do you or your spouse own real property in Palo Alto? No How did you learn about the vacancy on the Parks and Recreation Commission? City Website Consent to Publish Personal Information on the City of Palo Alto Website Read the code, and check only ONE option below:I give permission for the City of Palo Alto to post to the City’s website the attached Board and Commission Application intact. I have read and understand my rights under Government Code Section 6254.21. I may revoke this permission at any time by providing written notice to the Palo Alto City Clerk. Personal and Job Experience Occupation Renewable Energy Executive / Board Advisor (on parental leave following international relocation to Palo Alto - Feb 2026) - Former Co-CEO, UK & Ireland, Copenhagen Offshore Partners (COP). 10+ years international leadership experience in renewable energy, climate strategy, and community stakeholder engagement. Please list your relevant education, training, experience, certificates of training, licenses, and professional registration. If describing work experience, please include company/employer name and occupation. Renewable energy executive with 15+ years in leadership, governance, strategy and stakeholder engagement. Last role as Co-CEO, UK & Ireland, Copenhagen Offshore Partners (COP) - leading 5GW offshore wind portfolio, with focus on community benefit, sustainability and Just Transition. Previously held multiple leadership & analytical roles at Iberdrola / Avangrid (US). Extensive board governance experience: Chair of RenewableUK Shadow Board, OWIC Board Member, Council Member Women's Engineering Society London, STEM Ambassador. Cross-cultural perspective from living/working in Spain, UK, France, Germany and now Palo Alto. Education: Executive MBA Global Energy Industry, Strathclyde Business School & Comillas ICADE; MSc Renewable Energy, EUREC - Oldenburg University & NTUA Athens; MSc Electrical Engineering, Universidad Autónoma de Madrid (UAM). Please describe your involvement in community activities, volunteer and civic organizations, including dates and any offices held. - STEM Ambassador (2012-Present): Educational outreach encouraging young people, especially girls and underrepresented groups, into science and engineering. - Board Member, Offshore Wind Industry Council (OWIC) (2025- 2026): UK government's senior partnership between industry and government - Chair, RenewableUK Shadow Board (2020-2022): Promoting diversity and skills in renewables. - Council Member, Women's Engineering Society (WES) London Cluster (2017-2022): Inclusion and professional development in engineering. - Community Food Outreach Volunteer (2010-2020): Meal distribution and companionship for people experiencing hardship in Spain, Germany, Greece, UK, and USA. - Copenhagen Offshore Partners (2022-2026): Community development as core role - engagement with local residents, 2 of 4 Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 99 Packet Pg. 105 of 474 schools, and civic organizations. - Palo Alto (Jan 2026-Present): Daily parks user with two children (2 yrs & 10 mo). Active in parent groups and library programs; soon joining nursery Board. Application Questions 1. Why are you interested in serving on the Parks & Recreation Commission and what experience would you bring to the position? I am interested in serving because Palo Alto's parks have been central to our family's integration since we moved in January 2026. As a mother of two young children (2 yrs & 10 months) on parental leave after an international relocation, I am a daily user of our parks, playgrounds and open spaces. They are where we met other families, built community, and found belonging.I would bring three perspectives: Governance & Strategy: 15+ years in leadership, including as Co-CEO, UK & Ireland at Copenhagen Offshore Partners, and Board roles including OWIC and Chair of RenewableUK Shadow Board.Sustainability: Career in renewable energy, community benefit, and Just Transition - directly relevant to climate-resilient parks, heat, water, and habitat stewardship.Community user: Lived in Spain, Germany, Greece, UK and USA, and have seen how great public spaces create inclusion for families of all backgrounds. I have time, energy, and commitment to serve. 2. Please describe an issue that recently came before the Commission that is of particular interest to you and describe why you are interested in it. Archived video meetings are available from the Midpen Media Center. One recent issue that particularly interests me is the Arastradero Creek restoration project, which seeks to enhance a natural creek corridor while balancing environmental protection, infrastructure needs, and recreational use This resonates strongly with me because it reflects challenges I have worked on throughout my career: delivering environmental benefits while meeting community needs. In my previous role as Co-CEO of Copenhagen Offshore Partners UK & Ireland, I worked with local communities, government bodies, and environmental stakeholders to develop projects that created long-term sustainable outcomes. As a parent of two young children and a daily user of Palo Alto's parks and open spaces, I am particularly interested in projects that improve biodiversity, climate resilience, and access to nature while preserving recreational opportunities. I believe parks play a vital role in connecting residents with the natural environment and strengthening community wellbeing. 3. If appointed, what specific goals would you like to see the Parks and Recreation Commission achieve, and how would you help in the process? If appointed, I would focus on three goals: 1. Nature-based, climate-resilient restoration: Support projects like the Arastradero Creek stabilization that reduce erosion, protect habitat and ensure public safety. I bring technical perspective and community-benefit experience from offshore environmental planning. 2. Stewardship, education and inclusion: Expand opportunities for families to learn about watershed health and habitat restoration through park programs. Ensure programs reflect diverse needs through outreach and multilingual engagement, building on 13 years as a STEM Ambassador. 3. Sustainable funding and partnerships: Help evaluate long-term costs and foster creative partnerships, drawing on Board experience. I bring strategic thinking, sustainability expertise, and lived 3 of 4 Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 100 Packet Pg. 106 of 474 experience as a daily park user and parent on leave with time to listen and engage constructively. 4. Parks and Recreation Commission Members work with the documents listed below. If you have experience with any of these documents, please describe that experience. Experience with these documents is not required for selection. Parks, Trails, Natural Open Spaces, & Recreation Master Plan (2017) Palo Alto Comprehensive Plan (2017): Community Services and Facilities Element & Natural Environment Element Baylands Master Plan (2008) Park Dedication Ordinance (Municipal Code) Bicycle - Pedestrian Transportation Plan (2012) Youth Master Plan (2003) Help us Improve Cubberley Palo Alto Baylands Master Plan (2008) Sustaining the Legacy Palo Alto Urban Forest Master Plan (2019) Foothills Fire Management Plan Update (2025) I have not worked directly with Palo Alto's documents since relocating in January 2026, but I have extensive experience with equivalent strategic plans and EIAs. I have also started reviewing the Parks, Youth and Urban Forest Master Plans, hoping I can quickly apply them with strong governance and sustainability expertise. If you'd like to provide any additional documents, please upload below. Please confirm that you have read the Boards and Commissions Handbook. View the Boards and Commissions Handbook. Yes Signature Name of signatory: Virginia Ruiz Albacete Link to signature Date Completed 09/01/2026 4 of 4 Item 2 Attachment B - PRC Applications - Redacted Item 2: Staff Report Pg. 101 Packet Pg. 107 of 474 Planning & Transportation Commission Application Submitted on 14 August 2026, 5:18PM Receipt number 96 Related form version 20 Personal Information Name Adam Schwartz Cell Phone Number Home Phone Number Email Address Are you a Palo Alto resident?Yes Address City Palo Alto Postal Code 94301 Do you have any relatives or members of your household who are employed by the City of Palo Alto, who are currently serving on the City Council, or who are Commissioners or Board Members? No Are you available and committed to complete the term applied for? Yes Fair Political Practices California state law requires board/commission members to file a disclosure of financial interests (Fair Political Practices Commission, Conflict of Interest, Form 700). Do you/your spouse have an investment in, or do you or your spouse serve as an officer or director of, a company doing business in Palo Alto which you believe is likely to: 1. Engage in business with the City; 2. Provide products or services for City projects; or 3. Be affected by decisions of this Board or Commission? No 1 of 4 Item 2 Attachment C - PTC Applications - Redacted Item 2: Staff Report Pg. 102 Packet Pg. 108 of 474 Excluding your principal residence, do you or your spouse own real property in Palo Alto? No How did you learn about the vacancy on the Planning and Transportation Commission? Community Group Palo Alto Weekly Consent to Publish Personal Information on the City of Palo Alto Website Read the code, and check only ONE option below:I request that the City of Palo Alto redact my home address, phone numbers, and email address from the attached Board and Commission Application prior to posting to the City’s website. Personal and Job Experience Occupation Lawyer Please list your relevant education, training, experience, certificates of training, licenses, and professional registration. If describing work experience, please include company/employer name and occupation. I've worked as a lawyer for 30 years. I worked at the ACLU of Illinois from 1996 to 2015, and I've worked at the Electronic Frontier Foundation since 2015. My professional experiences have prepared me well to serve on our city's Planning & Transportation Commission. I can quickly identify and understand large volumes of information about relevant facts, laws, and policies. I can help identify compromise solutions to thorny problems, giving the most people the most of what they want. I can communicate clearly and kindly, in writing and in person, about complicated and contentious questions. I support open and inclusive processes to yield the best answers. The subjects that typically arise at the P&TC (such as land use) are outside the subjects of my career (such as data privacy). But for the reasons above, I believe many of the requisite skills overlap closely. I would not be able to perform legal work for Palo Alto, but I understand that such work is not required from P&TC members. Please describe your involvement in community activities, volunteer and civic organizations, including dates and any offices held. In 2015, my family moved to Palo Alto. My kids attended local schools here, and we've greatly enjoyed many of the city's amenities and opportunities. We'd like more people to be able to enjoy them, too. Since 2023, I've been a volunteer with Palo Alto Forward. In that role, I've done my best to learn about the policy choices and local debates that surround homes, parks, transit, retail, bikes, and more. I've also spoken and written about these issues before city policymakers and residents. Of course, the work of a city commissioner is very different than the volunteerism of a neighbor-advocate. Commissioners must listen to the wisdom, and attend to the needs, of all city residents. Commissioners must follow the facts where they lead. They must comply with applicable state and city laws, as interpreted by the city's law office. The best plans will often cut a middle path through a variety of perspectives from a variety of organizations, 2 of 4 Item 2 Attachment C - PTC Applications - Redacted Item 2: Staff Report Pg. 103 Packet Pg. 109 of 474 experts, and stakeholders. Application Questions 1. Why are you interested in serving on the Planning & Transportation Commission and what experience would you bring to the position? I love living in Palo Alto. Here and throughout the Bay Area, we have generous people, outstanding job opportunities, gentle weather, and spectacular open lands. Perhaps most important, we have thoughtful policy makers and an engaged citizenry. I'd like my family and friends to be able to live near me and enjoy all of this. But many of them have been displaced, or prevented from moving here at all, by the high price of a home. I am interested in serving on the P&TC in order to help make plans to ensure that more people can find a home that is affordable to them. I understand that in making these plans, the P&TC must respect and protect all city residents. The experience I would bring to the P&TC includes 30 years as a lawyer, and three years as an engaged neighbor on some of the issues that come before the P&TC. I describe this in greater detail above. 2. Please describe an issue that recently came before the Commission that is of particular interest to you and describe why you are interested in it. If you have never been to a Commission meeting, you can view archived videos from the Midpen Media Center. Archived video meetings are available from the Midpen Media Center. On December 10, 2025, the P&TC considered whether to approve a plan to build 145 new townhomes (including 19 affordable homes) at 2100 Geng Road. Ten days earlier, I sent the P&TC an email supporting this plan, and on March 16, 2026, I spoke before the City Council in support. I am pleased that both the P&TC and the City Council voted to move forward with this plan. I am interested in this type of P&TC issue for many reasons. First, the P&TC often works with other stakeholders to improve plans. Here, the P&TC ensured more native trees will be included on site. Second, the P&TC often takes a lead in grappling with emergent policy questions. Here, an issue was whether to build new homes between the Bay and Route 101. Third, the P&TC can play a role in helping new neighbors find new homes in Palo Alto. Here, the Geng Road town home development will help hundreds of people find access to work, schools, and parkland in our beautiful city. 3. If appointed, what specific goals would you like to see the Planning and Transportation Commission achieve, and how would you help in the process? If appointed, I'd like to see the P&TC continue to guide sound policymaking about how Palo Alto can build new homes in a manner that respects the needs of current residents and complies with state laws. We are fortunate that our current P&TC is comprised of committed experts. So if I was appointed, my first task would be to listen and learn. That said, my 30 years as a lawyer have prepared me to quickly digest large and complicated questions, to stive for solutions that work for everyone, and to communicate clearly and respectfully. 4. Planning and Transportation Commission Members work with the documents listed below. If you have experience with any of these documents, please describe that experience. Experience with these documents is not required for selection. Palo Alto 2030 Comprehensive Plan (2017) Zoning Code If selected for the P&TC, I would promptly read all of these documents, and be ready on day one to comply with them. 3 of 4 Item 2 Attachment C - PTC Applications - Redacted Item 2: Staff Report Pg. 104 Packet Pg. 110 of 474 City Charter California Environmental Quality Act El Camino Real Design Guidelines El Camino Real Master Plan Study (2007) Area Plans such as the South of Forest Avenue (SOFA) I (2000) and II (2003) Plans Baylands Master Plan (2008) If you'd like to provide any additional documents, please upload below. Please confirm that you have read the Boards and Commissions Handbook. View the Boards and Commissions Handbook. Yes Signature Name of signatory: Adam Schwartz Link to signature Date Completed 08/14/2026 4 of 4 Item 2 Attachment C - PTC Applications - Redacted Item 2: Staff Report Pg. 105 Packet Pg. 111 of 474 Planning & Transportation Commission Application Submitted on 27 August 2026, 2:48PM Receipt number 98 Related form version 20 Personal Information Name Aubrey Whitcomb Cell Phone Number Home Phone Number Email Address Are you a Palo Alto resident?Yes Address City Palo Alto Postal Code 94303 Do you have any relatives or members of your household who are employed by the City of Palo Alto, who are currently serving on the City Council, or who are Commissioners or Board Members? No Are you available and committed to complete the term applied for? Yes Fair Political Practices California state law requires board/commission members to file a disclosure of financial interests (Fair Political Practices Commission, Conflict of Interest, Form 700). Do you/your spouse have an investment in, or do you or your spouse serve as an officer or director of, a company doing business in Palo Alto which you believe is likely to: 1. Engage in business with the City; 2. Provide products or services for City projects; or 3. Be affected by decisions of this Board or Commission? Yes 1 of 4 Item 2 Attachment C - PTC Applications - Redacted Item 2: Staff Report Pg. 106 Packet Pg. 112 of 474 Excluding your principal residence, do you or your spouse own real property in Palo Alto? No How did you learn about the vacancy on the Planning and Transportation Commission? City Website Consent to Publish Personal Information on the City of Palo Alto Website Read the code, and check only ONE option below:I request that the City of Palo Alto redact my home address, phone numbers, and email address from the attached Board and Commission Application prior to posting to the City’s website. Personal and Job Experience Occupation Vice President, General Manager Please list your relevant education, training, experience, certificates of training, licenses, and professional registration. If describing work experience, please include company/employer name and occupation. VP/GM, Neiman Marcus, Palo Alto (2022 to present): full P&L accountability for one of the company’s highest-volume stores and a 150-person organization; responsibility for a large public- facing operation including sales, service, client experience, safety, deliveries, concession relationships, events, and facility upkeep. Director, Sales & Client Experience, Neiman Marcus, Beverly Hills (2019 to 2022). Multi-Unit Assistant General Manager, DFS Group/LVMH, San Francisco (2018 to 2019): directed sales across multiple luxury boutiques; led a major renovation program. Earlier leadership at Bloomingdale’s (including Palo Alto), Gucci, and Nordstrom (1999 to 2018). Co-founder of two small businesses: Cielo Aircraft Care (aviation services) and Powered by ARIE LLC (software). B.S., Organizational Leadership, Azusa Pacific University. MIT Sloan Executive Education: Executive Certificate in Digital Business (expected 2026); Artificial Intelligence: Implications for Business Strategy (2025). Please describe your involvement in community activities, volunteer and civic organizations, including dates and any offices held. Member, Stanford Shopping Center Merchant Board (2023 to present); elected by fellow merchants to serve two years as Merchant Board President before continuing as a board member. The board is a merchant association focused on center marketing and the shared interests of the retailers; leading it involved representing dozens of Palo Alto businesses, building consensus among them, and working with center management. I sponsor my store team’s ongoing volunteer partnership with Second Harvest of Silicon Valley, and have volunteered there myself over the years. As a Palo Alto resident and the leader of one of the city’s largest retail employers, I engage regularly with community stakeholders, local institutions, and neighboring businesses on shared issues including traffic, safety, and events. Application Questions 1. Why are you interested in serving on the Planning & Transportation Commission and what experience would you bring to the position? I’m the VP and General Manager of Neiman Marcus in Palo Alto, and for the past three years I’ve represented Stanford Shopping Center’s merchants, including two years as their elected Merchant 2 of 4 Item 2 Attachment C - PTC Applications - Redacted Item 2: Staff Report Pg. 107 Packet Pg. 113 of 474 Board President. Every day I see how the city’s decisions about land use, parking, and transportation affect the businesses and people here. I’d like to bring that perspective to the Commission. My experience includes full P&L responsibility for one of Neiman Marcus’s highest-volume stores, with a team of 150, building consensus among dozens of merchants who don’t always want the same thing, and small business ownership with my spouse, including a company that operates at Palo Alto Airport. I would disclose those interests and recuse where appropriate. My family also rents our home here, and I think a renter’s perspective is worth having in these conversations. 2. Please describe an issue that recently came before the Commission that is of particular interest to you and describe why you are interested in it. If you have never been to a Commission meeting, you can view archived videos from the Midpen Media Center. Archived video meetings are available from the Midpen Media Center. I’m most interested in the Commission’s work on retail preservation along El Camino Real. Retail is my profession, so I understand from the operator’s side what makes a store viable and what makes one fail. Preservation rules that don’t account for those realities can end up protecting storefronts that sit empty, and that doesn’t help anyone. I’ve followed the Commission’s work on this and I appreciate how hard the balance is: protecting neighborhood-serving retail while recognizing that not every location can support it. This is the kind of question where I think real retail operating experience would be useful to the Commission and to Council. 3. If appointed, what specific goals would you like to see the Planning and Transportation Commission achieve, and how would you help in the process? Three things. First, I’d want to support the Council’s business vibrancy priority with recommendations based on how commercial districts actually work, so good intentions turn into open, successful businesses. Second, housing. Nearly all 150 people on my team commute in because they can’t afford to live near where they work, and my own family rents here. I’d want the Commission’s housing reviews to be thorough but predictable, so projects that meet the city’s commitments move. Third, transportation safety and flow: safe rail crossings, bike routes people trust enough to use, and relief for the bottlenecks around Embarcadero and El Camino Real that my employees and customers sit in every day. As for how I’d help: I prepare thoroughly, I ask practical questions, and I’ve spent 25 years finding agreement among people with competing interests. I'd expect that to be useful here. 4. Planning and Transportation Commission Members work with the documents listed below. If you have experience with any of these documents, please describe that experience. Experience with these documents is not required for selection. Palo Alto 2030 Comprehensive Plan (2017) Zoning Code City Charter California Environmental Quality Act El Camino Real Design Guidelines El Camino Real Master Plan Study (2007) Area Plans such as the South of Forest Avenue (SOFA) I (2000) and II (2003) Plans Baylands Master Plan (2008) My experience with these documents is practical, not professional. I’ve operated a large commercial property at Stanford Shopping Center under the conditions the Zoning Code creates, from the tenant’s side. Through my family’s business at Palo Alto Airport, I know the Baylands area first-hand, though not the Master Plan document itself. And I know the El Camino corridor’s retail dynamics well, which is what the Design Guidelines and Master Plan Study address. I haven’t worked directly with the Comprehensive Plan, CEQA, or the area plans. Before my first meeting I would study them, starting with the Comprehensive Plan’s land use and business elements. Learning dense material quickly is part of my job, and I’m comfortable saying what I don’t know yet. If you'd like to provide any additional documents, please upload below. Whitcomb.Aubrey.docx 3 of 4 Item 2 Attachment C - PTC Applications - Redacted Item 2: Staff Report Pg. 108 Packet Pg. 114 of 474 Please confirm that you have read the Boards and Commissions Handbook. View the Boards and Commissions Handbook. Yes Signature Name of signatory: Aubrey Whitcomb Link to signature Date Completed 08/27/2026 4 of 4 Item 2 Attachment C - PTC Applications - Redacted Item 2: Staff Report Pg. 109 Packet Pg. 115 of 474 AUBREY WHITCOMB Palo Alto, CA 94303 | | | linkedin.com/in/aubreywhitcomb Palo Alto resident, retail operations executive, and small business owner PROFILE Operations leader responsible for one of Palo Alto's major retail destinations, with day-to-day accountability for a large public-facing commercial property, a 150-person organization, and one of the company's largest store P&Ls. Elected by fellow Stanford Shopping Center merchants to two years as Merchant Board President. Co-owner of two small businesses. Interested in serving Palo Alto by contributing practical experience in commercial districts, budgets, and public accountability. COMMUNITY & CIVIC LEADERSHIP Board Member; past President, Merchant Board of Directors | Stanford Shopping Center | 2023 to present • Elected by fellow merchants to a two-year term as president of the merchant association, representing dozens of Palo Alto retailers on shared interests; continue to serve as a board member. • Sponsor my store team's ongoing volunteer partnership with Second Harvest of Silicon Valley; have volunteered there myself over the years. PROFESSIONAL LEADERSHIP Vice President & General Manager | Neiman Marcus, Palo Alto | Aug 2022 to present • Full profit-and-loss accountability for one of the company's highest-volume stores and a 150-person organization; three consecutive years of record volume through an ownership change and corporate restructuring. • Daily responsibility for a large public-facing operation: sales, service, and client experience; safety and security; deliveries; concession partner relationships; events; and facility upkeep. • Team engagement well above the company average on the annual survey; built a twelve-person leadership team by developing internal talent. Director, Sales & Client Experience | Neiman Marcus, Beverly Hills | 2019 to 2022 • Sole director under the GM at a 300-person flagship; 95% workforce retention through data-led people leadership. Multi-Unit Assistant General Manager | DFS Group (LVMH), San Francisco | 2018 to 2019 • Directed sales across multiple high-volume luxury boutiques; led a major multi-year renovation program. Earlier Leadership | Bloomingdale's, Gucci, Nordstrom, and others | 1999 to 2018 • Progressive roles across Bay Area retail including Bloomingdale's Palo Alto; led Mobile POS rollouts that became company-wide standards; Bloomingdale's Executive of the Year, 2009 and 2010. SMALL BUSINESS OWNERSHIP • Cielo Aircraft Care, co-founder: private aviation services built from zero, including market entry, permitting, and insurance. • ARIE (Powered by Arie LLC), co-founder: California software company; lead pricing, positioning, and operations. EDUCATION • B.S., Organizational Leadership, Azusa Pacific University; MIT Sloan Executive Education certificates in Digital Business (expected 2026) and AI strategy (2025). Item 2 Attachment C - PTC Applications - Redacted Item 2: Staff Report Pg. 110 Packet Pg. 116 of 474 Planning & Transportation Commission Application Submitted on 27 August 2026, 3:32PM Receipt number 99 Related form version 20 Personal Information Name Brian Hamachek Cell Phone Number 6505564141 Home Phone Number Email Address brianhama@gmail.com Are you a Palo Alto resident?Yes Address 152 Melville Avenue City Palo Alto Postal Code 94301 Do you have any relatives or members of your household who are employed by the City of Palo Alto, who are currently serving on the City Council, or who are Commissioners or Board Members? No Are you available and committed to complete the term applied for? Yes Fair Political Practices California state law requires board/commission members to file a disclosure of financial interests (Fair Political Practices Commission, Conflict of Interest, Form 700). Do you/your spouse have an investment in, or do you or your spouse serve as an officer or director of, a company doing business in Palo Alto which you believe is likely to: 1. Engage in business with the City; 2. Provide products or services for City projects; or 3. Be affected by decisions of this Board or Commission? No 1 of 4 Item 2 Attachment C - PTC Applications - Redacted Item 2: Staff Report Pg. 111 Packet Pg. 117 of 474 Excluding your principal residence, do you or your spouse own real property in Palo Alto? No How did you learn about the vacancy on the Planning and Transportation Commission? Email from the City Consent to Publish Personal Information on the City of Palo Alto Website Read the code, and check only ONE option below:I give permission for the City of Palo Alto to post to the City’s website the attached Board and Commission Application intact. I have read and understand my rights under Government Code Section 6254.21. I may revoke this permission at any time by providing written notice to the Palo Alto City Clerk. Personal and Job Experience Occupation Software Entrepreneur Please list your relevant education, training, experience, certificates of training, licenses, and professional registration. If describing work experience, please include company/employer name and occupation. I was born and raised in Palo Alto and have lived in half a dozen different neighborhoods. I am a computer scientist and software entrepreneur that has founded and led multiple venture backed technology companies. I have also held senior engineering and architecture roles at Microsoft, HP, Portworx, StorSimple, and Cardiac Designs. My professional experience includes managing complex technical projects, analyzing large datasets, building scalable systems, and evaluating tradeoffs among cost, usability, reliability, and long-term impact. This analytical and problem- solving background would inform my approach to land-use, transportation, infrastructure, and development decisions before the Commission. Please describe your involvement in community activities, volunteer and civic organizations, including dates and any offices held. I have been actively engaged in Palo Alto civic issues, particularly housing, land use, transportation, public safety, city spending, and the long-term character of the community. I have developed several public-interest projects, including Palo Alto Civic, a website which summarizes all city council and commission meetings, which is used by thousands of residents. I also broadcast the Palo Alto Police and Fire Dispatch radio online to help residents stay informed. I have also served as a judge for Palo Alto’s first civic hackathon. I’m a long time member of the Palo Alto Tennis Club and on the board of directors for the Palo Alto Tennis Association non-profit. Application Questions 1. Why are you interested in serving on the Planning & Transportation Commission and what experience would you bring to the position? I was born and raised in Palo Alto and care deeply about what this city will look and feel like decades from now. Land-use and transportation decisions are among the most consequential choices local government makes, particularly as Palo Alto responds to significant state housing mandates while trying to preserve the qualities that make the city special. 2 of 4 Item 2 Attachment C - PTC Applications - Redacted Item 2: Staff Report Pg. 112 Packet Pg. 118 of 474 My background is as a software entrepreneur and engineer. I have spent my career solving complex problems, working with large amounts of data, and finding practical solutions within difficult constraints. I would bring that same analytical approach to the Commission. I am willing to dig deeply into staff reports, ordinances and state law, ask difficult questions, and evaluate proposals based on their actual long-term consequences for residents. 2. Please describe an issue that recently came before the Commission that is of particular interest to you and describe why you are interested in it. If you have never been to a Commission meeting, you can view archived videos from the Midpen Media Center. Archived video meetings are available from the Midpen Media Center. The recent discussion of the proposed 82-unit, eight-story development at 332 Forest Avenue particularly interested me. The project illustrates one of the most important questions facing Palo Alto: how we accommodate additional housing, adhere to state mandates, while preserving livability and neighborhood character. I do not believe we need to just accept the scale of development state law makes possible. The Commission should aggressively utilize the options and leverage the City still retains, such as enforcing the objective standards in our planning code, to achieve better projects. I am particularly interested in understanding where state law genuinely removes local discretion and where the City may simply be failing to use the authority it still has. That distinction will be increasingly important to Palo Alto. 3. If appointed, what specific goals would you like to see the Planning and Transportation Commission achieve, and how would you help in the process? My goal would be to help the Commission become more rigorous, creative, and proactive in shaping Palo Alto’s growth. The City faces substantial pressure from state housing laws, but that makes thoughtful local planning even more important. I would like the Commission to focus on achieving well-designed projects, protecting neighborhood transitions, addressing traffic and infrastructure impacts, preserving trees and open space, and ensuring that growth improves rather than diminishes Palo Alto’s quality of life. I would personally contribute by carefully studying the legal and technical constraints surrounding each issue, challenging assumptions, using data where possible, and looking for solutions beyond the obvious choices presented to the Commission. I am especially interested in identifying areas where Palo Alto still retains meaningful local discretion and making sure that authority is used effectively. 4. Planning and Transportation Commission Members work with the documents listed below. If you have experience with any of these documents, please describe that experience. Experience with these documents is not required for selection. Palo Alto 2030 Comprehensive Plan (2017) Zoning Code City Charter California Environmental Quality Act El Camino Real Design Guidelines El Camino Real Master Plan Study (2007) Area Plans such as the South of Forest Avenue (SOFA) I (2000) and II (2003) Plans Baylands Master Plan (2008) I have become increasingly familiar with Palo Alto’s land-use framework through my research into current development, housing, transportation, and infrastructure issues. I have reviewed portions of the 2030 Comprehensive Plan, the Zoning Code, the City Charter, and relevant area plans in evaluating proposed developments and the limits of local authority under state housing law. I have also studied CEQA at a practical level in connection with development review and environmental impacts. 3 of 4 Item 2 Attachment C - PTC Applications - Redacted Item 2: Staff Report Pg. 113 Packet Pg. 119 of 474 If you'd like to provide any additional documents, please upload below. Please confirm that you have read the Boards and Commissions Handbook. View the Boards and Commissions Handbook. Yes Signature Name of signatory: Brian Hamachek Link to signature Date Completed 08/27/2026 4 of 4 Item 2 Attachment C - PTC Applications - Redacted Item 2: Staff Report Pg. 114 Packet Pg. 120 of 474 Planning & Transportation Commission Application Submitted on 2 September 2026, 10:15PM Receipt number 103 Related form version 20 Personal Information Name Christopher Kao Cell Phone Number Home Phone Number Email Address Are you a Palo Alto resident?Yes Address City Palo Alto Postal Code 94301 Do you have any relatives or members of your household who are employed by the City of Palo Alto, who are currently serving on the City Council, or who are Commissioners or Board Members? No Are you available and committed to complete the term applied for? Yes Fair Political Practices California state law requires board/commission members to file a disclosure of financial interests (Fair Political Practices Commission, Conflict of Interest, Form 700). Do you/your spouse have an investment in, or do you or your spouse serve as an officer or director of, a company doing business in Palo Alto which you believe is likely to: 1. Engage in business with the City; 2. Provide products or services for City projects; or 3. Be affected by decisions of this Board or Commission? No 1 of 4 Item 2 Attachment C - PTC Applications - Redacted Item 2: Staff Report Pg. 115 Packet Pg. 121 of 474 Excluding your principal residence, do you or your spouse own real property in Palo Alto? No How did you learn about the vacancy on the Planning and Transportation Commission? City Website Consent to Publish Personal Information on the City of Palo Alto Website Read the code, and check only ONE option below:I request that the City of Palo Alto redact my home address, phone numbers, and email address from the attached Board and Commission Application prior to posting to the City’s website. Personal and Job Experience Occupation Senior Software Engineer Please list your relevant education, training, experience, certificates of training, licenses, and professional registration. If describing work experience, please include company/employer name and occupation. I hold a Master's in Robotics (2019) from the University of Pennsylvania, plus dual bachelor's degrees in Computer Science (Penn Engineering) and Economics (Wharton), 2018. In March 2026, I completed the California Planning Commissioners Academy, covering housing law, CEQA, ethics, the Brown Act, and RHNA. I hold an FAA Part 107 Remote Pilot certificate, which I have used to conduct traffic studies and parking analyses in East Palo Alto and Palo Alto. I served on East Palo Alto's Planning Commission (June 2025- August 2026) and the SMCTA Community Advisory Committee (July 2025-August 2026), and chaired East Palo Alto's Public Works and Transportation Commission (June 2022-June 2025). I'm a Senior Software Engineer at General Motors on autonomous vehicle tooling, after the same role at Cruise. Earlier: Meta, JPMorgan Chase, Built Robotics, and founding Philly By Drone. That mix shapes how I read staff reports, apply housing law, and ground land-use recommendations in field data. Please describe your involvement in community activities, volunteer and civic organizations, including dates and any offices held. I served as Commissioner on the East Palo Alto Planning Commission (June 2025-August 2026), reviewing development, zoning, housing, and CEQA matters and recommending action to Council. I also served on the SMCTA Community Advisory Committee (July 2025-August 2026), advising on Measure A and regional transportation funding. Before that, I chaired East Palo Alto's Public Works and Transportation Commission (June 2022-June 2025), overseeing streets, sidewalks, traffic calming, bike/ped safety, and the University Avenue bridge project. From February 2023 to October 2024, I was a Fellow with the San Mateo County Office of Education's School Travel Fellowship, helping install three Safe Routes to School traffic circles, including at Fordham and Notre Dame. I've been President of my homeowners association since February 2024 (50+ homes, ~200 residents), and I co-founded the East Palo Alto Sun (epasun.org) in December 2021, reporting on 2 of 4 Item 2 Attachment C - PTC Applications - Redacted Item 2: Staff Report Pg. 116 Packet Pg. 122 of 474 housing, transportation, and safety. Application Questions 1. Why are you interested in serving on the Planning & Transportation Commission and what experience would you bring to the position? I love Palo Alto's people, trees, Baylands, and that walking, biking, and Caltrain are real ways to get around, not just ornaments. That character isn't automatic, though. MTC's Bay Crossings Study forecasts Dumbarton corridor daily person-trips rising about 41 percent from 2010-2035, from 95,200 to 133,900, entering on University Ave and 101 whether or not we plan for them. Stewardship means planning for that load now, so the canopy, neighborhoods, and streets keep working later. I try to ground that stewardship in real data and in bringing people together. I've flown drone footage over East Bayshore Road and Laura Lane showing how signal timing backs up traffic into East Palo Alto's evening commute, and proposed a fix. I also led a community meeting on Palo Alto Airport that brought together residents of Palo Alto, East Palo Alto, and neighboring cities on both sides of the issue. I want PTC so land use and transportation get decided together, with findings Council can use. 2. Please describe an issue that recently came before the Commission that is of particular interest to you and describe why you are interested in it. If you have never been to a Commission meeting, you can view archived videos from the Midpen Media Center. Archived video meetings are available from the Midpen Media Center. The issue I keep coming back to is the loss of local control under new state housing rules. At the March 2026 Planning Commissioners Academy, about 75 percent of the room raised their hands when asked whether their cities were writing objective design standards just to stay in the process, against a triple whammy: AB 130's 60-day clock, SB 330's lock on local rules, and Density Bonus Law waivers. I saw that same tension here on August 12, at 332-350 Forest Avenue, where a Planned Home Zoning hearing sat right next to an SB 79 fallback filed in the July window. One commissioner reportedly characterized the SB 79 alternative as something that could mean significantly less community input. What concerns me is a process that skips the room entirely. Well- crafted objective standards keep design, trees, and neighbors in the record, without pretending state law is optional. I'd rather see Palo Alto write those standards for El Camino, San Antonio, and downtown than have them written for us. 3. If appointed, what specific goals would you like to see the Planning and Transportation Commission achieve, and how would you help in the process? If appointed, I'd work the workplan, not a personal agenda, with a few priorities: First, fact-find on slow building and business permits. Downtown and California Avenue owners keep citing electrical and fire review. PTC can take testimony and recommend whether permits are the bottleneck. Second, help finish the San Antonio land use and bike/ped work on PTC's calendar. About a third of Housing Element RHNA sits on that corridor, and height without a safe street isn't a real plan. Third, keep a usable local path, through PHZ and objective standards, so housing isn't decided only by SB 79. 3 of 4 Item 2 Attachment C - PTC Applications - Redacted Item 2: Staff Report Pg. 117 Packet Pg. 123 of 474 Fourth, give input on quiet zone design: median, gate, signage, and striping design, and ensure consistency with the Comprehensive Plan's Transportation Element, especially Policy T-3.17 on safer crossings and T-3.18 on minimizing noise near homes. I'd take a subcommittee seat and write findings Council can use. 4. Planning and Transportation Commission Members work with the documents listed below. If you have experience with any of these documents, please describe that experience. Experience with these documents is not required for selection. Palo Alto 2030 Comprehensive Plan (2017) Zoning Code City Charter California Environmental Quality Act El Camino Real Design Guidelines El Camino Real Master Plan Study (2007) Area Plans such as the South of Forest Avenue (SOFA) I (2000) and II (2003) Plans Baylands Master Plan (2008) I have real experience with two of these. With the Zoning Code (Title 18), I've read the ADU rules on size, setbacks, and conversions, general setback standards, and legal nonconforming residential uses in commercial districts, and used those sections when evaluating a property. With SOFA I (2000) and II (2003), I reviewed both plans with Planning staff at the Development Center when we made an offer on a home in that area. I like how the former PAMF site became Heritage Park, walkable blocks that feel seamless while grandfathering legacy businesses. I haven't yet read the 2030 Comprehensive Plan, City Charter, CEQA, El Camino Real Design Guidelines, the 2007 Master Plan Study, or the Baylands Master Plan, but I look forward to it, as I did with comparable plans for East Palo Alto and other cities' documents I have read. If you'd like to provide any additional documents, please upload below. Please confirm that you have read the Boards and Commissions Handbook. View the Boards and Commissions Handbook. Yes Signature Name of signatory: Christopher Kao Link to signature Date Completed 09/02/2026 4 of 4 Item 2 Attachment C - PTC Applications - Redacted Item 2: Staff Report Pg. 118 Packet Pg. 124 of 474 Planning & Transportation Commission Application Submitted on 26 January 2026, 11:55pm Receipt number 87 Related form version 18 Personal Information Name Daniel Phillip Benas Cell Phone Number Home Phone Number Email Address Are you a Palo Alto resident?Yes Address City Palo Alto Postal Code 94306 Do you have any relatives or members of your household who are employed by the City of Palo Alto, who are currently serving on the City Council, or who are Commissioners or Board Members? No Are you available and committed to complete the term applied for? Yes Fair Political Practices California state law requires board/commission members to file a disclosure of financial interests (Fair Political Practices Commission, Conflict of Interest, Form 700). Do you/your spouse have an investment in, or do you or your spouse serve as an officer or director of, a company doing business in Palo Alto which you believe is likely to: 1. Engage in business with the City; 2. Provide products or services for City projects; or 3. Be affected by decisions of this Board or Commission? No 1 of 3 Item 2 Attachment C - PTC Applications - Redacted Item 2: Staff Report Pg. 119 Packet Pg. 125 of 474 Excluding your principal residence, do you or your spouse own real property in Palo Alto? No How did you learn about the vacancy on the Planning and Transportation Commission? Daily Post Consent to Publish Personal Information on the City of Palo Alto Website Read the code, and check only ONE option below:I request that the City of Palo Alto redact my home address, phone numbers, and email address from the attached Board and Commission Application prior to posting to the City’s website. Personal and Job Experience Occupation Corporate Finance Please list your relevant education, training, experience, certificates of training, licenses, and professional registration. If describing work experience, please include company/employer name and occupation. Education--BS Business-UC Berkeley; MBA-UCLA. CPA- California (active); Texas. I have 45 years of experience in Finance and Accounting primarily in Technology Companies. I have spent the last 30 years in Senior Management positions. I have worked in Public Accounting, F-500 such as Occidental Petroleum, Xerox and Currently Head of Finance (VP Level) for Business Wire-A Berkshire Hathaway Company. I have worked in the Semiconductor industry with13 years at Cypress Semiconductor, 3 years at Monolithic Power. and 5 years at Pre-IPO Silego which was acquired by Dialog Semiconductor. I have also worked in the Networking, Software, and Life Sciences industries. Please describe your involvement in community activities, volunteer and civic organizations, including dates and any offices held. I am currently on the Board of Directors of the Portola Castle Rock Foundation, a small NFP that supports infrastructure improvement and educational programs at Portola and Castle Rock State Parks. I am also a docent at Big Basin Redwoods primarily working on Roving/Wilderness Patrol. Prior to moving to Palo Alto in 1995, I was Treasurer of Peninsula Temple Sinai in Foster City. Application Questions 1. Why are you interested in serving on the Planning & Transportation Commission and what experience would you bring to the position? Proper planning and transportation is crucial to maintaining Palo Alto as a desirable place to live and work. Much of Palo Alto has become too congested and the economic ecosystem is crowding out core businesses and start-up accessibility. Even for certain basic services, one must leave Palo Alto as it has become unaffordable to provide them here. Affordability has become a mantra across the country, and this is certainly relevant in Palo Alto. I have extensive experience with companies that are known for cost control which is a crucial component of affordability. 2. Please describe an issue that recently came before the Commission that is of particular interest to you and describe why you are interested in it. If you have never been to a Commission meeting, you can view archived videos from the Midpen Media Center. Although not the most important item in the scheme of things, one recent topic is very relevant for me which is the Pedestrian plan. I do a great deal of walking here in Palo Alto and I don't believe pedestrians have a voice or a high priority. Bicyclists, yes; pedestrians no. I have been nearly run over multitudes of times on 2 of 3 Item 2 Attachment C - PTC Applications - Redacted Item 2: Staff Report Pg. 120 Packet Pg. 126 of 474 Archived video meetings are available from the Midpen Media Center.the sidewalks by bicycles while bike lanes service many of the same streets. 3. If appointed, what specific goals would you like to see the Planning and Transportation Commission achieve, and how would you help in the process? 1. Make Palo Alto a desirable and affordable place to set up business. 2. Maintain the residential and suburban nature of Palo Alto. 3. Have traffic that flows efficiently and enough Parking to support business' without disturbing the suburban feel. 4. We are blessed to live in a city where we can walk anytime of the day or night without fear except for being plowed over by bicycles on the sidewalk. I would like to revisit the balance between walking, bicycling, and motorized vehicles. Also, the new e-bikes are causing havoc on sidewalks and bike lanes as they are ostensibly motorcycles. I believe this is a particular danger for adolescents/teenagers and others that is not being addressed. 4. Planning and Transportation Commission Members work with the documents listed below. If you have experience with any of these documents, please describe that experience. Experience with these documents is not required for selection. Palo Alto 2030 Comprehensive Plan (2017) Zoning Code City Charter California Environmental Quality Act El Camino Real Design Guidelines El Camino Real Master Plan Study (2007) Area Plans such as the South of Forest Avenue (SOFA) I (2000) and II (2003) Plans Baylands Master Plan (2008) NA If you'd like to provide any additional documents, please upload below. Daniel Benas Resume.11.03.25.doc Please confirm that you have read the Boards and Commissions Handbook. View the Boards and Commissions Handbook. Yes Signature Name of signatory: Daniel P Benas Link to signature Date Completed 01/26/2026 3 of 3 Item 2 Attachment C - PTC Applications - Redacted Item 2: Staff Report Pg. 121 Packet Pg. 127 of 474 DANIEL BENAS, CPA (active) • Palo Alto, CA 94306 Highly accomplished & results-driven, 30+ years of experience in scaling, ramping and monetizing companies, developing motivated finance teams, spearheading finance-related practices along with verifiable success in streamlining operations. Organizational scope includes Fortune 500, Controllership of three public companies and successful pre-IPO companies. Core Competencies include: Technical Accounting (US GAAP, SEC Reporting & Revenue recognition); ASC 606 Implementation; IPO Experience; Collaborative Leadership; Effective Recruiter, Talent Development and Mentoring, Building organizational capability; Financial Planning and Analysis; Scaling and Ramping Operations; M&A Diligence & Integration; Sarbanes-Oxley/ Processes and Procedures; ERP Implementation; Treasury & Bank Relationships; Successful leadership through public company restatements and SOX remediation; Legal Relationships; Multi-Disciplined Manager of: Human Resources, IT, Facilities and Production Control Depts. EXPERIENCE BUSINESS WIRE-A BERKSHIRE HATHAWAY COMPANY- Vice President-Finance 2020-Present • Finance Head reporting to CEO. Leading Finance portion of operational turn-around of media-tech company acquired by BRK • Responsible for Corporate and Operational Accounting, FP and A and systems enhancements within Finance • Reduced close by one week; numbers to management Day 3. Streamlined accounting processes; rebuilt accounting team • OTC process reengineering and automation. Implemented Esker OTC system and customer portal. DSO improved by 45 days. • Implemented AP Express-routing and approval SW; executed a 10- year catch-up upgrade of Oracle. • Facilitated 22% YoY revenue growth. Increased dividend cash flow to BRK by over 30%. Manage team of 46 PULMONX CORPORATION (LUNG), Redwood City, CA-Vice President-Controller 2019-2020 • Hired by late-stage pulmonary device manufacturer to lead company through S-1 process & to be public company Controller • Hired and built public company accounting team; took close from annual hindsight to 7 day monthly close in 6 months • First S-1 filing done within 5 months of hire and 2019 FY filing done in 54 days with public flip on February 28, 2020 • Minimal SOX deficiencies (non-reportable); IPO placed on hold due to COVID-19 • Developed full absorption cost accounting system for company’s Redwood City manufacturing plant SILEGO TECHNOLOGY (SLGO), Santa Clara, CA Vice President – Corporate Controller 2014- 2019 • Led late-stage semiconductor company through restatement process to complete confidential S-1 filing • Cured 18 MW over 18 months allowing Silego to file with zero MW’s • Led effort to early adapt Topic 606, Revenue Recognition within S-1 filing process; prepared road-show and IB packages • Drove implementation of Microsoft Dynamics AX ERP system • Built multinational finance team of 12 in the US, Taiwan, Ukraine and PRC; set up offshore tax structure (ETR 5%) • Developed audit worthy cost accounting reporting process, timely close and budgeting processes • Sale to Dialog Semi. (DLG.DE) for $300M; retained for integration as Top 25 performer. Achieved 99% of deal potential • Retained by Dialog to lead Finance for their World-Wide Operations Group (Manufacturing, IT, Quality, Procurement.) SOAProjects, Mountain View, CA; Technical Accounting Consultant (before/after Callidus) 2011- 2014 Positions included: 1) supporting a Singapore IPO IFRS filing for a US based Medical Device Firm; 2) supporting acquisition of two public company REIT’s with $18B market cap; 3) Interim Controller position supporting a QAD ERP installation and UK product launch for a pre-IPO medical device co; 4) Interim Controller for a public military contractor; 5) SEC filings for a semiconductor firm CALLIDUS CLOUD (CALD), Pleasanton, CA; Vice President – Corporate Controller 2011 – 2013 • Managed finance staff of 20 for an $100M+ public SaaS company directing all areas of accounting including revenue recognition • Performed financial due diligence and led integration for eight international acquisitions (combined purchase price of $40M+) in Serbia, India, New Zealand, and the UK; set up 200 person “in-sourced” entity in India saving company $5M in OPEX • Implemented financial segment of NetSuite ERP system CORSAIR COMPONENTS (formerly CORSAIR MEMORY), Fremont, CA 2009-2010 Vice President – Corporate Controller Recruited to restructure the worldwide financial organization of a $400M late-stage electronics company with sales in Europe, U.S., Russia, and Latin America and manufacturing in Taiwan and China. • Reduced audit costs by $1.1M (65%); Remediated four MW’s enabling Company to become IPO-ready • Shortened close from sixteen to four days resulting in a streamlined process for reporting • Rebuilt the financial staff through the recruitment of six key hires and termination of non-performers; managed a staff of eighteen in four worldwide locations • Coordinated the set up of the offshore trading company in Hong Kong and logistics center in South China • Signed off as principal accounting officer on Company’s S-1 filings which were completed on schedule • Revamped revenue process resulting in removal MW and an overall reduction in delinquent chargebacks of $2M Item 2 Attachment C - PTC Applications - Redacted Item 2: Staff Report Pg. 122 Packet Pg. 128 of 474 DANIEL BENAS Page Two MONOLITHIC POWER SYSTEMS (MPWR), San Jose, CA; Vice President – Corporate Controller 2006 – 2009 Recruited to turn around the financial organization of a $180M publicly traded firm facing numerous legal challenges and de- listment from NASDAQ. • Directed the successful 3-year restatement within two months of hire which enabled the company to avoid being de-listed • Successfully took company through Sarbanes-Oxley (SOX) remediation curing five material weaknesses and established normal financial operations with timely closes • Rebuilt the financial staff with the recruitment of 8 key hires and termination of non-performers; managed WW staff of 20 • Set up operations and hired financial staff for new manufacturing facility in Chengdu INFINERA CORPORATION (INFN), Sunnyvale, CA; Vice President – Finance/Corporate Controller 2001 – 2006 Employee number 37 in a telecom networking manufacturer utilizing proprietary semiconductor technology. Company created the first digital optical network reducing product size by 2/3 and cost by 50% • Secured a $30M debt package with Silicon Valley Bank. Package also contained working capital financing • Created two asset-backed loan packages totaling $10M which reduced operating burn by 10% • Raised $167M in Series B-E financing from venture, corporate, and international government investors • Coordinated auction procurement tasks enabling Indium Phosphide Fab to be built for $15M • Established an Indian subsidiary to perform software development saving $8M annually utilizing a government-sponsored tax holiday program; led site selection in Bangalore • Drove turnkey outsource-manufacturing process saving $10M+/yr. • Involved in setting up initial $140M revenue transaction with Level 3 which led to IPO • Led team that implemented Microsoft-Great Plains ERP system in preparation for IPO • Managed Human Resources, IT and Facilities departments in 2003-2004 CYPRESS SEMICONDUCTOR (CY), San Jose, CA 1989 – 2001 Vice President – Corporate Finance (1999 – 2001) Led a 42-person team in a $1.3B corporation. Managed Internal, External and SEC Reporting, Consolidations, Financial and Strategic Planning, Shared Services and Financial IT Systems. Coordinated the annual audit as well as interfaced with audit committee. Oversaw preparation for Board of Director’s meetings and analyst conferences. • Led overhaul of capital acquisition & planning processes resulting in the successful completion of over $1B in capital projects • Negotiated and integrated ten successful acquisitions (totaling $300M annual revenue) • Implemented new versions of Oracle and Ariba Travel and Expense system • Drove process improvements in finance transactional functions that enabled successful transfer to Cypress Philippines Director – Worldwide Sales and Marketing Finance (1998 – 1999) • Directed all financial planning and accounting activities in support of Sales & Marketing worldwide including revenue and distributor accounting, commissions, and A/R • Led multiple cross-functional process re-engineering teams including automating and streamlining the consignment process which led to channel growth of $60M in one year • Simplified and automated the Distributor Accounting system saving the Company $3M per year in false debits Finance Director – Worldwide Manufacturing (1996 – 1998) • Directed financial planning and accounting for all manufacturing entities- $16M improvement in profitability during tenure • Set up Finance department for the first 100% Cypress-owned Asian plant in the Philippines; part of site development team • Transferred most manufacturing, cost accounting, and transactional activities to the Philippines saving $400K/year Controller, Production Control Manager and Business Unit Manager-Datacom Division (1989-1995) • Member of management team that grew division from $6M to $250M becoming the most profitable in CY • On team that did initial offshoring at CY moving to assembly and test facilities in Thailand dropping product costs over 50% • Led production control team meeting or exceeding forecasts for eight consecutive quarters • Ran EOL business unit, profitably harvesting end of life products XEROX CORPORATION (XRX), Fremont and Santa Clara, CA 1982 – 1989 Senior Auditor /Manufacturing Financial Planning Manager/Memorywriter Controller OCCIDENTAL PETROLEUM (OXY), Houston, TX – Treasury 1981 – 1982 LAVENTHOL AND HORWATH CERTIFIED PUBLIC ACCOUNTANTS (Size-#10 worldwide) 1980 – 1981 EDUCATION / ACCREDITATIONS UCLA – ANDERSON SCHOOL OF MANAGEMENT, Los Angeles, CA, MBA – Finance UNIVERSITY OF CALIFORNIA (HAAS), Berkeley, CA, B.S., Business Administration – Honors CERTIFIED PUBLIC ACCOUNTANT – California (active) and Texas (active) PLATINA NETWORKS- Finance Technical Advisor- Santa Clara, CA-Series A networking company 2015-Present ATLAS MAGNETICS- Finance Advising CFO—Reno NV, L’viv-Ukraine—Series A semiconductor company 2021-Present Item 2 Attachment C - PTC Applications - Redacted Item 2: Staff Report Pg. 123 Packet Pg. 129 of 474 Planning & Transportation Commission Application Submitted on 18 February 2026, 6:20pm Receipt number 91 Related form version 18 Personal Information Name Jeff Watt Cell Phone Number Home Phone Number Email Address Are you a Palo Alto resident?Yes Address City PALO ALTO Postal Code 94306 Do you have any relatives or members of your household who are employed by the City of Palo Alto, who are currently serving on the City Council, or who are Commissioners or Board Members? No Are you available and committed to complete the term applied for? Yes Fair Political Practices California state law requires board/commission members to file a disclosure of financial interests (Fair Political Practices Commission, Conflict of Interest, Form 700). Do you/your spouse have an investment in, or do you or your spouse serve as an officer or director of, a company doing business in Palo Alto which you believe is likely to: 1. Engage in business with the City; 2. Provide products or services for City projects; or 3. Be affected by decisions of this Board or Commission? No 1 of 4 Item 2 Attachment C - PTC Applications - Redacted Item 2: Staff Report Pg. 124 Packet Pg. 130 of 474 Excluding your principal residence, do you or your spouse own real property in Palo Alto? Yes How did you learn about the vacancy on the Planning and Transportation Commission? Community Group Consent to Publish Personal Information on the City of Palo Alto Website Read the code, and check only ONE option below:I request that the City of Palo Alto redact my home address, phone numbers, and email address from the attached Board and Commission Application prior to posting to the City’s website. Personal and Job Experience Occupation Retired Please list your relevant education, training, experience, certificates of training, licenses, and professional registration. If describing work experience, please include company/employer name and occupation. Education: Ph.D., Electrical Engineering, Stanford University Work Experience: 2022-2025: Altera Corp. (an Intel Company), Altera Fellow and Principal Investigator for Defense Advanced Research Projects Agency (DARPA) programs on extremely high-bandwidth silicon- photonic optical interconnect and liquid-nitrogen-temperature integrated circuits 2016-2022: Intel Corp., Intel Fellow, Silicon Design and Architect of Field Programmable Gate Array (FPGA) Technology, responsible for leading silicon technology pathfinding and design- technology co-optimization Please describe your involvement in community activities, volunteer and civic organizations, including dates and any offices held. 2025-Present: Board member of the Palo Alto Historical Association Application Questions 1. Why are you interested in serving on the Planning & Transportation Commission and what experience would you bring to the position? I have lived in Palo Alto for over 30 years and have closely followed planning and transportation issues throughout that time. I care deeply about maintaining the city’s livability while improving the effectiveness of its decision-making. I have seen projects where extended process and repeated revisions did not necessarily produce better outcomes and believe that we can do better. Professionally, I am an engineer who has led highly complex, time- and budget-constrained programs in the semiconductor industry for Intel and the US government (DARPA). My work requires disciplined, data-driven analysis; balancing cost, performance, and schedule; and making practical decisions under real constraints. I also bring firsthand experience navigating Palo Alto’s planning system, including the variance process, after building two homes for my family here. I would contribute structured problem-solving, focus on measurable impacts, and an 2 of 4 Item 2 Attachment C - PTC Applications - Redacted Item 2: Staff Report Pg. 125 Packet Pg. 131 of 474 emphasis on timely, implementable outcomes. 2. Please describe an issue that recently came before the Commission that is of particular interest to you and describe why you are interested in it. If you have never been to a Commission meeting, you can view archived videos from the Midpen Media Center. Archived video meetings are available from the Midpen Media Center. The recent proposed update to the Stream Corridor Protection Ordinance (SCPO) particularly interests me. The analysis and recommendations by staff and consultants, along with the discussion at PTC meetings highlighted to me the importance of a more thorough data-driven approach to achieve a balanced outcome that can be supported by the community. Environmental protection is critical, but in this case standards should be grounded in actual hydrologic, ecological and on-the-ground conditions, and aligned with regional guidance. The impact on property owners' reasonable and long-established use of their property must be very carefully weighed against the intended benefit of the ordinance. In the case of the SCPO, the significant amount of feedback from the community late in the process illustrates the opportunity for improved outreach in the future. This issue also reflects the broader need for disciplined analysis and balanced tradeoffs in Commission decisions. 3. If appointed, what specific goals would you like to see the Planning and Transportation Commission achieve, and how would you help in the process? If appointed, I would like to see the Commission advance disciplined, evidence-based decision-making that results in balanced outcomes supported by the community, and improve the timeliness of recommendations to Council. The PTC plays an important role in ensuring that staff analysis is rigorous, alternatives are clearly evaluated, and decisions are grounded in measurable impacts. I would support these goals by applying structured, data-driven analysis and focusing discussions on constraints, feasibility, and long-term outcomes. My experience managing complex programs under cost and schedule pressures would help keep deliberations focused and balanced, while maintaining high community standards and improving predictability in the planning process. 4. Planning and Transportation Commission Members work with the documents listed below. If you have experience with any of these documents, please describe that experience. Experience with these documents is not required for selection. Palo Alto 2030 Comprehensive Plan (2017) Zoning Code City Charter California Environmental Quality Act El Camino Real Design Guidelines El Camino Real Master Plan Study (2007) Area Plans such as the South of Forest Avenue (SOFA) I (2000) and II (2003) Plans Baylands Master Plan (2008) I have experience with Chapter 4 of the 2030 Comprehensive Plan on the Natural Environment Element due to my interest in the Streamside Corridor Protection Ordinance update. This update is aligned with policy goal N-3 in the Comprehensive Plan. I also have experience with parts of the Zoning Code having built two houses for my family over the past 30 years in Palo Alto. This experience includes Chapter 18 of the Municipal Code on Zoning and Chapter 20 of the Municipal Code covering Precise Plans including setback lines. I successfully navigated the Palo Alto variance process to contest an error on the special setback map pursuant to Chapter 20.08.020 which was modified by Ordinance No. 2036 in 1961. If you'd like to provide any additional documents, please upload below. Please confirm that you have read the Boards and Commissions Handbook. View the Boards and Commissions Handbook. Yes 3 of 4 Item 2 Attachment C - PTC Applications - Redacted Item 2: Staff Report Pg. 126 Packet Pg. 132 of 474 Signature Name of signatory: Jeff Watt Link to signature Date Completed 02/18/2026 4 of 4 Item 2 Attachment C - PTC Applications - Redacted Item 2: Staff Report Pg. 127 Packet Pg. 133 of 474 Planning & Transportation Commission Application Submitted on 1 September 2026, 8:29PM Receipt number 100 Related form version 20 Personal Information Name Justin Chen Cell Phone Number Home Phone Number Email Address Are you a Palo Alto resident?Yes Address City Palo Alto Postal Code 94303 Do you have any relatives or members of your household who are employed by the City of Palo Alto, who are currently serving on the City Council, or who are Commissioners or Board Members? No Are you available and committed to complete the term applied for? Yes Fair Political Practices California state law requires board/commission members to file a disclosure of financial interests (Fair Political Practices Commission, Conflict of Interest, Form 700). Do you/your spouse have an investment in, or do you or your spouse serve as an officer or director of, a company doing business in Palo Alto which you believe is likely to: 1. Engage in business with the City; 2. Provide products or services for City projects; or 3. Be affected by decisions of this Board or Commission? No 1 of 4 Item 2 Attachment C - PTC Applications - Redacted Item 2: Staff Report Pg. 128 Packet Pg. 134 of 474 Excluding your principal residence, do you or your spouse own real property in Palo Alto? No How did you learn about the vacancy on the Planning and Transportation Commission? City Website Consent to Publish Personal Information on the City of Palo Alto Website Read the code, and check only ONE option below:I request that the City of Palo Alto redact my home address, phone numbers, and email address from the attached Board and Commission Application prior to posting to the City’s website. Personal and Job Experience Occupation Nonprofit Founder, Transportation Researcher, Student Please list your relevant education, training, experience, certificates of training, licenses, and professional registration. If describing work experience, please include company/employer name and occupation. .I’m a junior at Paly with a 4.00 GPA. I’m the Founder and Executive Director of the New Urbanism Initiative, a youth-led nonprofit advocating for more livable and equitable cities. I’ve led youth to work with Caltrain, BART, and elected officials throughout the Bay Area on transportation and urban planning issues. I’m a researcher with the University of California Institute of Transportation Studies, where I develop comparative case studies and research on sustainable transit funding. I interned with Palo Alto Councilmember Lythcott-Haims, supporting policy communication, and served as a paid Research Assistant at Stanford’s DDL Lab, analyzing deliberations. Received a Gold and Silver Medal from the Scholastic Art & Writing Awards for a photo documenting local protests and an essay examining segregationist urban-planning, respectively. Received a Bronze from Harvard International Review Writing Competition for an essay examining how TOD can improve accessibility for the elderly. Please describe your involvement in community activities, volunteer and civic organizations, including dates and any offices held. .New Urbanism Initiative—Founder, Executive Director May ‘26—Present newurbanisminitiative.org Founded NUI and led youth to advocate for more livable, equitable, and sustainable cities. Direct the organization’s advocacy and enable youth to work with transit agencies, elected officials, and community leaders across the Bay Area on transportation and urban-planning issues. Palo Alto Partners in Education (PiE)—Youth Ambassador (YA) Jan. ‘25–Present Co-founded and led PiE’s YA Program, where I recruit student ambassadors, present at PiE Board meetings, support fundraising and outreach campaigns, and organize events that engage students and families. Helped strengthen PiE’s $5 million annual fundraising to support PAUSD schools. Kara—Volunteer Oct. ‘24–Present Volunteer with Kara, a Palo Alto nonprofit providing grief support 2 of 4 Item 2 Attachment C - PTC Applications - Redacted Item 2: Staff Report Pg. 129 Packet Pg. 135 of 474 services. Advised fundraising efforts, canvassed local businesses and secured sponsorships, and served as Kara's designated photographer for major events. Application Questions 1. Why are you interested in serving on the Planning & Transportation Commission and what experience would you bring to the position? I’m a lifelong Palo Alto resident, and three generations of my family live here, giving me a deep connection to the city. I would love to serve because the Commission makes decisions that will shape how Palo Alto grows, moves, and houses people—and young residents will live with those decisions the longest. As a Paly student who bikes to school daily, I experience the city’s transportation system firsthand and would bring a youth perspective rarely represented in formal planning decisions. In Palo Alto, a city of innovation driven by young people, that perspective is much needed. I also bring substantive experience: I founded the New Urbanism Initiative, a youth-led organization focused on transit, walkability, biking, and housing; conduct transportation research with the UC Institute of Transportation Studies; interned with the Palo Alto City Council; and led youth to work directly with BART, Caltrain, state legislators, city councilmembers, and county supervisors on urban policy. 2. Please describe an issue that recently came before the Commission that is of particular interest to you and describe why you are interested in it. If you have never been to a Commission meeting, you can view archived videos from the Midpen Media Center. Archived video meetings are available from the Midpen Media Center. The 332 Forest Avenue proposal interests me because it tests how Palo Alto can add substantial housing in one of its most transit-accessible areas while addressing neighborhood impacts. I followed the project through earlier discussions and the August 12 PTC hearing on the PHZ proposal to replace a 16-unit, two- story building with an 8-story, 82-unit development near Downtown and Caltrain. I was especially interested in debate over off-site BMR units, requested height and daylight-plane flexibility, lot-line changes involving the adjacent Casa Real property, tree and privacy impacts, and parking and bicycle access. To me, the issue was highly interesting because it shows a planning challenge of making housing feasible while considering compatibility, affordability, and public opinions. Through my UC ITS research and New Urbanism Initiative work, I study this same relationship between housing, transit, and land use, making the Commission’s discussion especially relevant to me. 3. If appointed, what specific goals would you like to see the Planning and Transportation Commission achieve, and how would you help in the process? If appointed, I would focus on three goals: expanding housing opportunities—especially transit-oriented housing near Caltrain and VTA corridors; improving the safety and connectivity of Palo Alto’s bicycle and pedestrian network; and making youth participation in planning more meaningful and consistent. I would support policies that reduce car dependence while expanding housing choices and access to jobs, schools, and services. I would also work to make Commission discussions more accessible to younger residents and encourage earlier youth input on projects that directly affect how they experience the city. I would contribute by bringing both firsthand experience as a daily cyclist and a strong record of youth leadership and community involvement in Palo Alto. Through my work with public transit agencies and policymakers, I’ve developed a practical understanding of transportation and planning challenges, which I use to develop forward-looking solutions that serve the broader community. 3 of 4 Item 2 Attachment C - PTC Applications - Redacted Item 2: Staff Report Pg. 130 Packet Pg. 136 of 474 4. Planning and Transportation Commission Members work with the documents listed below. If you have experience with any of these documents, please describe that experience. Experience with these documents is not required for selection. Palo Alto 2030 Comprehensive Plan (2017) Zoning Code City Charter California Environmental Quality Act El Camino Real Design Guidelines El Camino Real Master Plan Study (2007) Area Plans such as the South of Forest Avenue (SOFA) I (2000) and II (2003) Plans Baylands Master Plan (2008) I have read through the zoning provisions of the Palo Alto Municipal Code, as well as the 2030 Comprehensive Plan. I am most familiar with the South of Forest Area (SOFA) plans, which I read closely while following the 332 Forest Avenue proposal and the Commission’s discussions around objective design standards. I was especially interested in how SOFA connects housing density with transportation—for example, allowing greater density for senior housing near transit when automobile trips can be reduced. That stood out to me because it closely parallels research I have done on transit-oriented development and compact-city planning in Toyama, Japan. Reading SOFA also helped me understand how Palo Alto’s older planning goals around density, affordability, design, and transit now interact with newer state housing requirements and objective standards. I would look forward to developing a much deeper familiarity with these documents if appointed. If you'd like to provide any additional documents, please upload below. Justin Chen's Resume.docx Please confirm that you have read the Boards and Commissions Handbook. View the Boards and Commissions Handbook. Yes Signature Name of signatory: Justin Chen Link to signature Date Completed 09/01/2026 4 of 4 Item 2 Attachment C - PTC Applications - Redacted Item 2: Staff Report Pg. 131 Packet Pg. 137 of 474 Justin Chen Palo Alto, Calif. | EDUCATION Palo Alto High School Aug. 2024 – Present High School Diploma ● Expected graduation: June 2028 ● GPA (Unweighted): 4.00/4.00 ● Courses (Non-exhaustive): ○ AP Calculus AB, AP Chemistry, AP US History, AP English Language ○ AP Chinese (5), Introduction to Analysis and Calculus, Chemistry Honors, Advanced Journalism and Media Studies, Beginning Journalism ○ AP Human Geography (5), AP Computer Science Principles (5), Algebra 2 & Trigonometry Accelerated, Biology Honors ● Activities & Organizations: ○ Features Editor, Verde Magazine ■ verdemagazine.com/staff name/justin-chen ○ Varsity Member, Speech and Debate Team, Congressional Debate ○ Advanced Lab Counselor, Speech and Debate Camp EXPERIENCE New Urbanism Initiative May 2026 – Present Founder, Executive Director ● The New Urbanism Initiative, a 501(c)(3) nonprofit, is a youth-led organization advocating for more livable and equitable cities. Through policy research, political advocacy, and sparking civic engagement, NUI fights for effective public transit, walkable, bikeable streets, and reduced car dependence. ● newurbanisminitiative.org University of California, Institute of Transportation Studies, Davis Center July 2026 – Present Researcher ● UC Institute of Transportation Studies is a research collaboration lab between UC Davis, UC Berkeley, UC Irvine, and UCLA advancing transportation research, policy, and innovation. ● Worked directly with Director Susie C. Pike on “Building a Sustainable Future for California Public Transit”, a research initiative to transform public transit in California by developing sustainable funding models and policies that help transit compete more effectively for riders and street space. Conducted qualitative and quantitative research, gathered and analyzed transportation data, developed case studies, and helped guide project direction. ● ucits.org/projects/building-a-sustainable-future-for-california-public-transit/ Stanford University, Deliberative Democracy Lab June 2025 – June 2026 Paid Research Assistant ● Stanford University’s Deliberative Democracy Lab is a research lab under the Freeman Spogli Institute for International Studies’ Center on Democracy, Development, and the Rule of Law promoting effective discourse in democracies through deliberation. ● Worked with Prof. James S. Fishkin and Associate Director Dr. Alice Siu, contributing to the design and refinement of deliberation protocols through qualitative analysis of deliberation sessions focusing on legislative proposals. City of Palo Alto, Councilmember Julie Lythcott-Haims’ Office April 2025 – Oct. 2025 Social Media & Outreach Intern ● Julie Lythcott-Haims is an elected councilmember for the City of Palo Alto. ● Worked directly with Councilmember Julie Lythcott-Haims on a weekly basis to produce, edit, and publish social media content. Supported policy communication and constituent engagement through digital outreach. HONORS & AWARDS National Gold Medal, Photography Scholastic Arts & Writing Awards ● Documented hotel labor strikes in San Francisco. The longest-running and most prestigious creative recognition program for teens in the United States and Canada. Received a Gold Medal, placing in the top 0.3% (1,000 of 310,100) of 2025 national Item 2 Attachment C - PTC Applications - Redacted Item 2: Staff Report Pg. 132 Packet Pg. 138 of 474 submissions. Invited to Carnegie Hall in New York City to attend the national gold medalist award ceremony. Qualified for nationals by earning a gold key in the California Bay Area Art Region, placing in the top 5% (400 of 7,200) of the region’s 2025 submissions. Bronze Medal, Academic Writing Competition Feb. 2026 Harvard International Review ● Wrote about using transit-oriented development and compact city strategies to address declining accessibility for aging populations in Toyama, Japan. Received a Bronze Medal in the Fall/Winter 2025 cycle. Passed a qualifying stage to attend the Defense Day, presenting and supporting the article. Finalist, Annual Student Open Letters Contest June 2025 The New York Times ● Wrote about solutions to addressing the student suicide crisis in Palo Alto, California. Received an Honorable Mention Finalist award, placing in the top 0.6% (60 of 10,000) of entries for the second (2024–25) annual contest. Global Finalist, Journalistic March 2026 Harvard Crimson Global Essay Competition ● Documented efforts to address the student suicide crisis in Palo Alto, California. Placed in the top 1.5% (150 of 10,000) of all 2026 entries. Qualified for the global competition by placing within the top 10 of North American journalistic submissions, winning the regional round. Region-at-Large West Writing, Silver Key, Critical Essay Scholastic Arts & Writing Awards ● Wrote about combating segregationist urban planning practices in the post-Reconstruction United States. Placed in the top 10% (1,000 of 10,000) of the Region-at-Large West Writing region’s 2026 submissions. VOLUNTEERING Kara Oct. 2024 – Present Fundraising Committee Advisor, Volunteer Photographer ● Kara is a San Francisco Bay Area bereavement nonprofit that supports thousands annually through crisis response and grief counseling services. ● Advised implementation of fundraising campaigns. Canvassed local businesses, securing sponsorships for events. Served as the organization’s primary professional-grade photographer. Palo Alto Partners in Education, Youth Ambassador Program Jan. 2025 – Present Co-Founder ● Palo Alto Partners in Education (PiE) is a nonprofit that raises over $5 million annually to fund staffing and enrichment for Palo Alto public schools. ● Co-founded and led the Youth Ambassador Program. Recruited and directed youth ambassadors, and spoke at Board of Director meetings. Organized, coordinated, and spoke at fundraising events and information sessions. Managed content creation and outreach campaigns. Hosted annual transition nights for 40+ rising high schoolers and parents to learn about high school life from student panelists. ADDITIONAL Technical Skills: Adobe InDesign, Adobe Illustrator, Adobe Premiere Pro, Adobe Lightroom, Photography, Videography Languages: English (Native proficiency), Mandarin Chinese (Working proficiency) Item 2 Attachment C - PTC Applications - Redacted Item 2: Staff Report Pg. 133 Packet Pg. 139 of 474 Planning & Transportation Commission Application Submitted on 17 August 2026, 4:11PM Receipt number 97 Related form version 20 Personal Information Name Musaab Farooqui Cell Phone Number Home Phone Number Email Address Are you a Palo Alto resident?Yes Address City Palo Alto Postal Code 94306 Do you have any relatives or members of your household who are employed by the City of Palo Alto, who are currently serving on the City Council, or who are Commissioners or Board Members? No Are you available and committed to complete the term applied for? Yes Fair Political Practices California state law requires board/commission members to file a disclosure of financial interests (Fair Political Practices Commission, Conflict of Interest, Form 700). Do you/your spouse have an investment in, or do you or your spouse serve as an officer or director of, a company doing business in Palo Alto which you believe is likely to: 1. Engage in business with the City; 2. Provide products or services for City projects; or 3. Be affected by decisions of this Board or Commission? No 1 of 3 Item 2 Attachment C - PTC Applications - Redacted Item 2: Staff Report Pg. 134 Packet Pg. 140 of 474 Excluding your principal residence, do you or your spouse own real property in Palo Alto? No How did you learn about the vacancy on the Planning and Transportation Commission? City Website Consent to Publish Personal Information on the City of Palo Alto Website Read the code, and check only ONE option below:I request that the City of Palo Alto redact my home address, phone numbers, and email address from the attached Board and Commission Application prior to posting to the City’s website. Personal and Job Experience Occupation Data Scientist, Intuitive Machines Please list your relevant education, training, experience, certificates of training, licenses, and professional registration. If describing work experience, please include company/employer name and occupation. I hold a B.A. in Data Science from UC Berkeley, with coursework in economics, statistics, data analysis, and decision-making. I currently work as a Data Scientist at Intuitive Machines in Palo Alto, where I analyze complex operational data and develop tools that support planning and decision-making. My previous experience includes roles at Ouster, Zebra Technologies, Applied Materials, Verizon Connect, and the Stanford Social Media Lab, which strengthened my experience in quantitative analysis, research, and evaluating complex tradeoffs. Please describe your involvement in community activities, volunteer and civic organizations, including dates and any offices held. I have been involved in community and civic engagement through educational, research, and local government activities. From 2021–2023, I conducted research with the Stanford Social Media Lab focused on understanding social and civic issues through large-scale data analysis. More recently, I have become actively involved in Palo Alto civic affairs, including applying to serve on City boards and commissions and following local policy and community issues. I am particularly interested in contributing my professional background in data analysis and my perspective as a Palo Alto resident to projects that improve public spaces, recreation opportunities, and quality of life for the community. Application Questions 1. Why are you interested in serving on the Planning & Transportation Commission and what experience would you bring to the position? I am interested in serving on the Planning & Transportation Commission because decisions about housing, development, transportation, and infrastructure directly shape Palo Alto’s future and quality of life. Having grown up in Palo Alto, I have seen the city evolve and would value the opportunity to contribute to its long-term planning. As a Data Scientist with a background in Data Science and Economics from UC Berkeley, I would bring an analytical, evidence-based approach while listening carefully to residents and considering the tradeoffs involved in major planning decisions. 2 of 3 Item 2 Attachment C - PTC Applications - Redacted Item 2: Staff Report Pg. 135 Packet Pg. 141 of 474 2. Please describe an issue that recently came before the Commission that is of particular interest to you and describe why you are interested in it. If you have never been to a Commission meeting, you can view archived videos from the Midpen Media Center. Archived video meetings are available from the Midpen Media Center. I was particularly interested in the proposed housing development at 4103 Old Trace Road and the discussion around balancing new housing with transportation and neighborhood impacts. As someone who grew up in Palo Alto, I believe the City needs additional housing, but growth should also consider traffic safety, emergency access, pedestrians and cyclists, and existing neighborhoods. I found the discussion interesting because it demonstrates the difficult tradeoffs the Commission must evaluate when planning for Palo Alto’s future. 3. If appointed, what specific goals would you like to see the Planning and Transportation Commission achieve, and how would you help in the process? If appointed, I would like to help Palo Alto plan for housing and growth while maintaining safe transportation, strong neighborhoods, and quality of life. I would support practical improvements for pedestrians, cyclists, transit, and drivers while ensuring development decisions consider their long-term impacts. I would contribute an analytical, data-driven perspective while listening carefully to residents, staff, and other stakeholders. 4. Planning and Transportation Commission Members work with the documents listed below. If you have experience with any of these documents, please describe that experience. Experience with these documents is not required for selection. Palo Alto 2030 Comprehensive Plan (2017) Zoning Code City Charter California Environmental Quality Act El Camino Real Design Guidelines El Camino Real Master Plan Study (2007) Area Plans such as the South of Forest Avenue (SOFA) I (2000) and II (2003) Plans Baylands Master Plan (2008) I have familiarity with several of these plans and planning issues through my experience growing up and living in Palo Alto, particularly near El Camino Real. I regularly travel through the El Camino corridor and have seen firsthand how land use, housing, traffic, bicycle and pedestrian access, and development affect surrounding neighborhoods. While I have not worked professionally with these documents, my local experience gives me a strong interest in understanding how they guide development, and I would be committed to studying and applying them carefully as a Commissioner. If you'd like to provide any additional documents, please upload below. musaab_farooqui_resume.pdf Please confirm that you have read the Boards and Commissions Handbook. View the Boards and Commissions Handbook. Yes Signature Name of signatory: Musaab Farooqui Link to signature Date Completed 08/17/2026 3 of 3 Item 2 Attachment C - PTC Applications - Redacted Item 2: Staff Report Pg. 136 Packet Pg. 142 of 474 Musaab Farooqui •linkedin.com/in/musaabf •Palo Alto, CA Education University of California, Berkeley May 2025 B.A. in Data Science (Emphasis in Economics at the Haas School of Business) Relevant Coursework: The Structure and Interpretation of Computer Programs, Data Structures, Object Oriented Programming in C++, Object Oriented Programming in Python, Foundations of Data Science, Leading People, The Ethical Environment of Business, Risk Analysis for Engineers, Econometrics Technical Skills Product Roadmapping, Go-to-Market Strategy, Product Requirements Documents (PRDs), Competitive Analysis, Customer Discovery, Market Research, Sales Enablement, Positioning & Messaging, Python, SQL, C++, Java, Excel, PowerBi, Tableau, AWS, Data Analysis, Data Modeling, Data Visualization, Statistics, A/B Testing, Lidar/Radar Technology Experience Data Scientist, Intuitive Machines August 2025 Present Built executive analytics dashboards tracking Earned Value, Actual Cost, CPI, and labor utilization, improving visibility across spacecraft bus, top, and sub assembly production lines. Partnered with manufacturing, engineering, ﬁnance, and operations teams to translate business requirements into analytics solutions supporting production decision-making. Designed automated labor and cost variance models resulting in a 15% reduction in labor hours across manufacturing workﬂows. Created data pipelines integrating manufacturing, labor, and ﬁnancial systems, reducing manual reporting effort by 30% and accelerating production reviews. Identiﬁed production bottlenecks and schedule risks through throughput analysis, increasing line efﬁciency and reducing cycle time by 12%. Product Marketing Edge Strategy Intern, Nutanix May 2025 - Aug 2025 Developed a comprehensive go to market strategy for Nutanix’s edge computing portfolio, synthesizing input from product, technical marketing, and senior leadership to deﬁne positioning, target segments, and key differentiators. Conducted competitive analysis of the edge computing landscape, mapping 20+ competing solutions across 4 market segments and identifying whitespace opportunities that expanded addressable market targeting by 25%. Created strategic positioning documents and messaging frameworks targeting IT decision makers and cloud architects, improving messaging clarity and stakeholder alignment by 40% per team feedback. Engaged cross functionally with product, engineering, and partner teams to evaluate edge technology components and validate strategic assumptions. Presented ﬁnal GTM strategy deliverable to senior leadership, incorporating stakeholder feedback and translating technical product nuances into compelling business narratives. Data Scientist Intern, Zendar Sept 2024 Jan 2025 Analyzed sensor test data and built performance dashboards, improving data quality monitoring coverage by 35% and accelerating issue detection for AI perception model development. Collected and processed LiDAR, radar, and camera datasets for model training and validation, increasing dataset coverage by 40% to improve perception model accuracy. Reduced sensor platform downtime by 22% through proactive troubleshooting and maintenance of the Linux based system and web UI during testing cycles. Collaborated cross functionally with engineering and operations to reﬁne data collection strategies and resolve discrepancies impacting model quality. Product Management Intern (Robotics), Zebra Technologies Inc.June 2024 - Sept 2024 Designed and maintained product roadmaps for autonomous mobile robotics, conducting feasibility research, assessing business impact, and prioritizing features across 3 development cycles. Developed and reﬁned go to market strategies that drove a 20% improvement in customer satisfaction scores by directly incorporating structured customer feedback into roadmap updates. Conducted customer feedback interviews to surface product gaps, analyzed ﬁndings, and presented actionable insights to engineering teams, reducing feature delivery backlog by 18% through improved prioritization. Collaborated with sales and engineering stakeholders to align product direction with customer needs and market trends. Product Management Intern, Ouster Inc.Jan 2024 June 2024 Collaborated with engineering and operations teams to develop Product Requirements Documents (PRDs), prioritize features, and manage change requests for software and hardware sensor products. Performed competitive analysis to redeﬁne product goals, identifying a 30% pricing gap versus key competitors and directly informing Ouster ’s repositioning strategy. Revised product documentation and technical manuals, reducing customer support escalations by 22% by enabling customers to more independently understand and adopt key sensor functionalities. Tested new sensor features and gathered performance data, providing structured feedback to engineering for product iteration. Served as a cross-functional liaison bridging sales, engineering, and operations to drive technical issues to resolution. Leadership Python Instructor, Berkeley Tech. Collaborative (BTC)Aug 2022 - May 2025 Item 2 Attachment C - PTC Applications - Redacted Item 2: Staff Report Pg. 137 Packet Pg. 143 of 474 Planning & Transportation Commission Application Submitted on 3 September 2026, 6:39AM Receipt number 104 Related form version 20 Personal Information Name Tom Siegel Cell Phone Number Home Phone Number Email Address Are you a Palo Alto resident?Yes Address City Palo Alto Postal Code 94306 Do you have any relatives or members of your household who are employed by the City of Palo Alto, who are currently serving on the City Council, or who are Commissioners or Board Members? No Are you available and committed to complete the term applied for? Yes Fair Political Practices California state law requires board/commission members to file a disclosure of financial interests (Fair Political Practices Commission, Conflict of Interest, Form 700). Do you/your spouse have an investment in, or do you or your spouse serve as an officer or director of, a company doing business in Palo Alto which you believe is likely to: 1. Engage in business with the City; 2. Provide products or services for City projects; or 3. Be affected by decisions of this Board or Commission? No 1 of 4 Item 2 Attachment C - PTC Applications - Redacted Item 2: Staff Report Pg. 138 Packet Pg. 144 of 474 Excluding your principal residence, do you or your spouse own real property in Palo Alto? No How did you learn about the vacancy on the Planning and Transportation Commission? Email from the City Consent to Publish Personal Information on the City of Palo Alto Website Read the code, and check only ONE option below:I request that the City of Palo Alto redact my home address, phone numbers, and email address from the attached Board and Commission Application prior to posting to the City’s website. Personal and Job Experience Occupation Executive Director Please list your relevant education, training, experience, certificates of training, licenses, and professional registration. If describing work experience, please include company/employer name and occupation. Foremost, I am a small business owner who has hired employees and operated those enterprises in the Palo Alto city limits and beyond as founder and CEO. Trustlab is a small technology company developing online safety tools, SEECAT offers aircraft rental services at the Palo Alto airport, and Fishbowl is a non- profit organization working with youth. I gained extensive experience on Palo Alto building regulation, construction and planning as member and president of the Palo Alto Unified School District Bond Citizens' Oversight Committee. Together with my family I have lived in our community for 20+ years, about equal amount of time as a renter, and then home owner. We have completed significant building projects incl. Construction of an ADU. My 3 kids have all attended Palo Alto middle and high schools. I was the Chairman of the Board of a local K-12 school (GAIS / ALTO in Menlo Park). I attended graduate School at Stanford (Business) and I am a Mechanical engineer by training (Masters). Please describe your involvement in community activities, volunteer and civic organizations, including dates and any offices held. 2018-24 Palo Alto Unified School District Bond Citizens' Oversight Committee (incl. chairman) 2019 - Present Founder and President Fishbowl Challenge (Palo Alto) - supporting youth in creating social ventures for positive social change in their communities 2013-15 Board Member and Chairman, German American International School (Menlo Park) 2001-02 Employed full time as East Palo Alto Community Organizer (through the Hewlett Foundations OEPA Initiative) Application Questions 2 of 4 Item 2 Attachment C - PTC Applications - Redacted Item 2: Staff Report Pg. 139 Packet Pg. 145 of 474 1. Why are you interested in serving on the Planning & Transportation Commission and what experience would you bring to the position? #1 I want to help ensure that Palo Alto remains a beautiful city with strong community bonds, that provides opportunities for businesses to thrive and is livable for the residents. #2 I want to continue giving back to the community in meaningful ways, leveraging my experiences, knowledge and passion for the people, groups and community values. I have spent many years learning and operating with Palo Alto planning requirements. I am the CEO of several small businesses with local employees, I have been part of a number of community driven initiatives for many years, with a particular focus on local youth and children. As a hangar renter and business owner at the Airport, I have a deep understanding of airport issues. For 6 years on the PAUSD Bond Oversight committee we directed large school school construction projects in the city limits. As a Chairman of a small private school I am very aware of citizen concerns and constraints for organizations and communities alike. 2. Please describe an issue that recently came before the Commission that is of particular interest to you and describe why you are interested in it. If you have never been to a Commission meeting, you can view archived videos from the Midpen Media Center. Archived video meetings are available from the Midpen Media Center. I am keen to actively help Palo Alto find balanced approaches to meeting housing mandates and offering more affordable rent options, while preserving the community character and protecting a livable city. The San Antonio Road area is a vibrant, transit- oriented community balancing diverse housing options with sustainable growth, creating equitable and livable communities, and is based on a robust community engagement process. The area should feature mixed-use development, walkable streets, strong transit connections, and ample green spaces including parks and tree-lined corridors. Key priorities in my opinion should be reduction of car dependency while preserving neighborhood character, guided by data-driven analysis of traffic patterns and community needs. Outreach and engagement with local residents is an important part of the process, to listen, learn and co-ideate. 3. If appointed, what specific goals would you like to see the Planning and Transportation Commission achieve, and how would you help in the process? I will contribute to finding actionable ways forward to critical issues such as meeting the housing element required housing quota while preserving Palo Alto as a livable city for its residents, making sure the voice of small businesses, particularly retail and food establishments are heard so they can thrive and provide their valuable services, and as an avid biker, continue to expand the availability of non-vehicle individual transportation options. I want to contribute my extensive relevant experience on the matters in front of the PTC. I am well versed in researching, debating and finding solutions for complex and controversial issues using process, thoughtful analysis and interpersonal skills. (e.g. responsible for Safety policy for the world’s largest online platform for 10+ years which was all about compromises and finding ways forward). Most importantly, I am passionate about maintaining and strengthening a thriving Palo Alto city for a long time to come for all its residents. 4. Planning and Transportation Commission Members work with the documents listed below. If you have experience with any of these documents, please describe that experience. Experience with these documents is not required for selection. Palo Alto 2030 Comprehensive Plan (2017) Zoning Code City Charter California Environmental Quality Act I am familiar with the Comprehensive Plan I have studied and read all documents 3 of 4 Item 2 Attachment C - PTC Applications - Redacted Item 2: Staff Report Pg. 140 Packet Pg. 146 of 474 El Camino Real Design Guidelines El Camino Real Master Plan Study (2007) Area Plans such as the South of Forest Avenue (SOFA) I (2000) and II (2003) Plans Baylands Master Plan (2008) If you'd like to provide any additional documents, please upload below. Please confirm that you have read the Boards and Commissions Handbook. View the Boards and Commissions Handbook. Yes Signature Name of signatory: Thomas Siegel Link to signature Date Completed 09/02/2026 4 of 4 Item 2 Attachment C - PTC Applications - Redacted Item 2: Staff Report Pg. 141 Packet Pg. 147 of 474 Public Art Commission Application Submitted on 1 September 2026, 4:19PM Receipt number 48 Related form version 14 Personal Information Name Bruce Grimes Cell Phone Number Home Phone Number Email Address Are you a Palo Alto resident?Yes Address City Palo Alto Postal Code 84303 Do you have any relatives or members of your household who are employed by the City of Palo Alto, who are currently serving on the City Council, or who are Commissioners or Board Members? No Are you available and committed to complete the term applied for? Yes Fair Political Practices California state law requires board/commission members to file a disclosure of financial interests (Fair Political Practices Commission, Conflict of Interest, Form 700). Do you/your spouse have an investment in, or do you or your spouse serve as an officer or director of, a company doing business in Palo Alto which you believe is likely to: 1. Engage in business with the City; 2. Provide products or services for City projects; or 3. Be affected by decisions of this Board or Commission? No 1 of 3 Item 2 Attachment D - PAC Applications - Redacted Item 2: Staff Report Pg. 142 Packet Pg. 148 of 474 Excluding your principal residence, do you or your spouse own real property in Palo Alto? No How did you learn about the vacancy on the Public Art Commission? Flyer Consent to Publish Personal Information on the City of Palo Alto Website Read the code, and check only ONE option below:I request that the City of Palo Alto redact my home address, phone numbers, and email address from the attached Board and Commission Application prior to posting to the City’s website. Personal and Job Experience Occupation Former Educator, Writer, Media Director and Producer, now Retired Please list your relevant education, training, experience, certificates of training, licenses, and professional registration. If describing work experience, please include company/employer name and occupation. B.A. in American history and literature from UC Davis; Masters Degree from SJ State University in Community Education,— Rock, Blues, and Jazz Independent Concert Producer and Employee of Bill Graham at Fillmore Auditorium Lat1960’s through Early 1970’s, including working the Monterey Pop Festival; responsibilities included selecting graphic artists for posters, and venue light shows —Independent Writer, Director, and Producer for PBS and various Silicon Valley companies from 1979-2006 (Bruce Grimes Productions, Inc.), Member of team that established one of The Valley’s first Corporate Media Centers. It was commissioned for ROLM Corporation, cofounded by former Palo Alto resident, the late Ken Oshman, a champion and major supporter of live Jazz in and around Palo Alto — Multigrade level and multi-subject Arts and Lit teacher and Vice Principal in Los Altos, Palo Alto and The Ravenswood District public schools from 1975 through 1979 Please describe your involvement in community activities, volunteer and civic organizations. Member of a group that formed to save the building that houses former Varsity Theater from demolition and assisted in making said building a State landmark. Have volunteered i for a number of nonprofits, including The SF Jazz Center, The mill Valley Film Festival, The San Francisco Film Festival, the former Contemporary Jewish Museum in San Francisco., PVI (at Little House in MP) and at Rosener House in Menlo Park. Application Questions 1. Why are you interested in serving on the Public Art Commission and what experience would you bring to the position? Since I am now, retired, I have the time to get back to the city as I did years ago when I worked as I mentioned to help preserve The Varsity Theater structure. And I’ve always been involved with the arts whether that be music, graphic arts and museum exhibitions. It occurs to me that one experience I’ve had that I forgot to include was when I was assistant manager of the first UC Davis art 2 of 3 Item 2 Attachment D - PAC Applications - Redacted Item 2: Staff Report Pg. 143 Packet Pg. 149 of 474 gallery all the way back in 1966 through 67. I guess that gives away my age.ὠ鶃 :) 2. Please describe an issue that recently came before the Commission that is of particular interest to you and describe why you are interested in it. Archived video meetings are available from the Midpen Media Center. I can’t say I’m aware of any particular issue 3. If you are appointed, what specific goals would you like to see the Public Art Commission achieve, and how would you help in the process? I would like to continue to help support the staging of creation of art in various mediums, and free music including an emphasis on reaching out to local schools, and only if appropriate and applicable, the Corporate community Four financial support.. I am impressed with what I am hearing and seeing, and have some thoughts as to how I could add ideas and vision to that rich mix of artists and music genres. I’m also curious as to whether there could be some synergy between this commission and the new Palo Alto History Museum, which I hear will open in the spring 4. Public Art Commission Members work with the document listed below. If you have experience with this document, please describe that experience. Experience with this document is not required for selection. Public Art Master Plan I don’t have experience with the Public Art Master Plan If you'd like to provide any additional documents, please upload below. Please confirm that you have read the Boards and Commissions Handbook. View the Boards and Commissions Handbook. Yes Signature Name of signatory: Bruce Grimes Link to signature Date Completed 09/01/2026 3 of 3 Item 2 Attachment D - PAC Applications - Redacted Item 2: Staff Report Pg. 144 Packet Pg. 150 of 474 Public Art Commission Application Submitted on 29 August 2026, 7:41PM Receipt number 47 Related form version 14 Personal Information Name Christine Gu Cell Phone Number Home Phone Number Email Address Are you a Palo Alto resident?Yes Address City Palo Alto Postal Code 94306 Do you have any relatives or members of your household who are employed by the City of Palo Alto, who are currently serving on the City Council, or who are Commissioners or Board Members? No Are you available and committed to complete the term applied for? Yes Fair Political Practices California state law requires board/commission members to file a disclosure of financial interests (Fair Political Practices Commission, Conflict of Interest, Form 700). Do you/your spouse have an investment in, or do you or your spouse serve as an officer or director of, a company doing business in Palo Alto which you believe is likely to: 1. Engage in business with the City; 2. Provide products or services for City projects; or 3. Be affected by decisions of this Board or Commission? No 1 of 4 Item 2 Attachment D - PAC Applications - Redacted Item 2: Staff Report Pg. 145 Packet Pg. 151 of 474 Excluding your principal residence, do you or your spouse own real property in Palo Alto? No How did you learn about the vacancy on the Public Art Commission? Email from the City Consent to Publish Personal Information on the City of Palo Alto Website Read the code, and check only ONE option below:I request that the City of Palo Alto redact my home address, phone numbers, and email address from the attached Board and Commission Application prior to posting to the City’s website. Personal and Job Experience Occupation Chief Financial Officer Please list your relevant education, training, experience, certificates of training, licenses, and professional registration. If describing work experience, please include company/employer name and occupation. I am a finance executive and Certified Public Accountant (CPA) with more than 20 years of experience in financial management, governance, strategic planning, and organizational leadership. I currently serve as Chief Financial Officer at Clarify Health, a healthcare technology company. Previously, I served as Chief Accounting Officer at Enjoy Technology and spent eight years with KPMG. Throughout my career, I have advised executive teams and boards on financial stewardship, risk management, investments, policies, and major organizational initiatives. This experience has developed my ability to evaluate proposals objectively, balance financial considerations with broader strategic goals, collaborate with diverse stakeholders, and provide thoughtful oversight— skills that I believe are directly relevant to responsible stewardship of Palo Alto’s public art program. Please describe your involvement in community activities, volunteer and civic organizations. I previously served as a board member and trustee of a nonprofit focused on Arctic ice and environmental awareness. This experience deepened my passion for environmental issues and strengthened my belief that visual art can be a powerful way to connect people with their surroundings, inspire dialogue, and encourage stewardship of our shared environment. As a Palo Alto-area resident and parent, I have also supported youth arts education and have been closely involved in my daughter’s development as a visual artist. Through these experiences, I have seen how art can engage people across generations and perspectives and enrich the communities where we live. I deeply appreciate Palo Alto’s public art program because it brings together two areas I care deeply about: visual art and the quality of our shared environment. I would welcome the opportunity to become more involved in civic service and contribute. 2 of 4 Item 2 Attachment D - PAC Applications - Redacted Item 2: Staff Report Pg. 146 Packet Pg. 152 of 474 Application Questions 1. Why are you interested in serving on the Public Art Commission and what experience would you bring to the position? I am interested in serving because I believe public art has the power to transform everyday spaces, connect people with their community, and encourage us to see our environment from new perspectives. Palo Alto’s Public Art Program strongly connects with my passion for both visual art and environmental issues. I would bring a combination of nonprofit governance and executive leadership experience. As a former nonprofit board member and trustee and a CFO, I have experience evaluating proposals, balancing diverse perspectives, overseeing resources responsibly, and working collaboratively toward long-term goals. I also bring the perspective of a parent who has supported a young visual artist and has seen firsthand how art can encourage creativity, dialogue, and engagement. I would be excited to apply these experiences in service to Palo Alto’s community. 2. Please describe an issue that recently came before the Commission that is of particular interest to you and describe why you are interested in it. Archived video meetings are available from the Midpen Media Center. I was particularly interested in the Commission’s recent discussion of the University Avenue Caltrain underpass mural project. I appreciate the idea of transforming an ordinary, highly visible transit space into an engaging public experience. I was also interested in how the Commission considered not only artistic possibilities, but practical issues such as lighting, moisture, durability, safety, maintenance, and community context. This project reflects what I find most compelling about public art: it can improve the physical environment while creating a stronger sense of place and connection. I am especially interested in projects that incorporate nature, environmental themes, local identity, and community participation. I also appreciate the need to balance artistic ambition with responsible use of public resources and long-term stewardship. 3. If you are appointed, what specific goals would you like to see the Public Art Commission achieve, and how would you help in the process? I would like to see the Commission continue expanding public art into the places residents encounter in everyday life— neighborhoods, commercial areas, transit corridors, parks, and other shared spaces. I am particularly interested in opportunities to connect art with nature, sustainability, and environmental awareness, while increasing opportunities for community and youth engagement. I would also support a thoughtful balance between major permanent works and temporary or interactive projects that allow the City to experiment with new artists, ideas, and locations. I would contribute by bringing a collaborative, strategic, and financially responsible perspective to evaluating projects and priorities. My goal would be to help the Commission support excellent art while ensuring that investments are inclusive, sustainable, well maintained, and meaningful to the broader Palo Alto community. 4. Public Art Commission Members work with the document listed below. If you have experience with this document, please describe that experience. Experience with this document is not required for selection. Public Art Master Plan I have not previously worked directly with the Public Art Master Plan, but I have reviewed it as part of my interest in serving on the Commission. I was particularly drawn to its vision that public art should reflect Palo Alto’s people, diverse neighborhoods, innovative character, and the beauty of its natural environment. Most meaningful to me is its specific objective to use art to promote environmental stewardship and sustainability, including 3 of 4 Item 2 Attachment D - PAC Applications - Redacted Item 2: Staff Report Pg. 147 Packet Pg. 153 of 474 integrating artists into environmental projects and City planning. This strongly connects with my own nonprofit experience in environmental awareness and my belief that art can help people see and value their surroundings differently. The Plan’s emphasis on community engagement, long-term stewardship, accountability, and thoughtful use of resources also resonates with my professional experience in governance and strategic planning. If appointed, I would use the Plan as an important framework for evaluating priorities and projects. If you'd like to provide any additional documents, please upload below. Please confirm that you have read the Boards and Commissions Handbook. View the Boards and Commissions Handbook. Yes Signature Name of signatory: Christine Gu Link to signature Date Completed 08/29/2026 4 of 4 Item 2 Attachment D - PAC Applications - Redacted Item 2: Staff Report Pg. 148 Packet Pg. 154 of 474 Public Art Commission Application Submitted on 11 September 2025, 2:54pm Receipt number 28 Related form version 9 Personal Information Name Claude Ezran Cell Phone Number Home Phone Number Email Address Are you a Palo Alto resident?Yes Address City Palo Alto Postal Code 94303 Do you have any relatives or members of your household who are employed by the City of Palo Alto, who are currently serving on the City Council, or who are Commissioners or Board Members? No Are you available and committed to complete the term applied for? Yes Fair Political Practices California state law requires board/commission members to file a disclosure of financial interests (Fair Political Practices Commission, Conflict of Interest, Form 700). Do you/your spouse have an investment in, or do you or your spouse serve as an officer or director of, a company doing business in Palo Alto which you believe is likely to: 1. Engage in business with the City; 2. Provide products or services for City projects; or 3. Be affected by decisions of this Board or Commission? No 1 of 3 Item 2 Attachment D - PAC Applications - Redacted Item 2: Staff Report Pg. 149 Packet Pg. 155 of 474 Excluding your principal residence, do you or your spouse own real property in Palo Alto? No How did you learn about the vacancy on the Public Art Commission? Email from the City Consent to Publish Personal Information on the City of Palo Alto Website Read the code, and check only ONE option below:I request that the City of Palo Alto redact my home address, phone numbers, and email address from the attached Board and Commission Application prior to posting to the City’s website. Personal and Job Experience Occupation Retired high-tech marketing executive, 30+ years of experience in Silicon Valley companies such as Intel, 3Com, Xerox, Adobe, and start-ups, mostly at the Director and VP level. Please list your relevant education, training, experience, certificates of training, licenses, and professional registration. If describing work experience, please include company/employer name and occupation. • MBA, Harvard Business School. • MSEE, Ecole Superieure d'Electricite (France) • BS. Advanced mathematics and physics Please describe your involvement in community activities, volunteer and civic organizations. • Jury chair for UNAFF (United Nations Association Film Festival): 2021-Present • Human Relations Commission, including Vice-chair and Chair: 2008-2014 • Founder and Organizer of Palo Alto World Music Day: 2009- 2019 • Member of the Board of Directors, Palo Alto Recreation Foundation (PARF): 2010 2020 • Graduate of the Palo Alto Citizen Police Academy: 2019 • Member of the Community Advisory Group to the Police Chief: 2010-2012 • Member of Steering Committee for Measure A (school parcel tax): 2005 • Treasurer of the Palo Alto PTA Council: 2004-2007. • Member of the Board of Directors, Cable Co-op: 1992-1998. Application Questions 1. Why are you interested in serving on the Public Art Commission and what experience would you bring to the position? I have extensive experience in the arts, and I will bring a different and broad perspective: • Took art classes at The Louvre Museum • Visited art museums in about 80 countries and in many U.S. cities • Most extraordinary museum ever visited: Savitsky Museum in Nukus, Uzbekistan. World-class avant-garde soviet art • Attended the huge Art Basel Miami show in 2019 • Attended several big local exhibitions of Bay Area artists, • Participated in Burning Man 2017, 2018, 2019, 2022, 2023, and 2025. One of the key attractions of Burning Man, at least for me, 2 of 3 Item 2 Attachment D - PAC Applications - Redacted Item 2: Staff Report Pg. 150 Packet Pg. 156 of 474 is seeing the incredibly creative pieces of art, some of which end- up as public art (San Jose, San Francisco, Reno, and Palo Alto are examples of cities that have displayed Burning Man art) • Took ceramics classes at the Art Center and Paly • I collaborated with many artists when I was organizing Palo Alto World Music Day • I am one of the jury chairs of UNAFF (United Nations Association Film Festival) 2. Please describe an issue that recently came before the Commission that is of particular interest to you and describe why you are interested in it. Archived video meetings are available from the Midpen Media Center. Artist‐in‐Residence temporary artwork for King Plaza. King Plaza is for obvious reasons the most important location in Palo Alto. I would like to see big, impressive, and creative works of art displayed there. Ideally these artworks would be talked about in the press and people would want to come and see it and would tell their friends about it! 3. If you are appointed, what specific goals would you like to see the Public Art Commission achieve, and how would you help in the process? Public art in Palo Alto tends to be bland and unremarkable. It is barely noticeable, not memorable, and does not trigger conversations. I would like to help bring more of a wow factor, more of a sense of wonder, more creativity to Palo Alto. Let us make Palo Alto more of a destination, not just for its restaurants but also for its art, a bit like what I accomplished with World Music Day. I would also love, for instance, to explore the opportunity of hosting again some of the highly creative and stunning art pieces from Burning Man artists. I would collaborate with my fellow commissioners to make Palo Alto more of an art destination. 4. Public Art Commission Members work with the document listed below. If you have experience with this document, please describe that experience. Experience with this document is not required for selection. Public Art Master Plan I saw it when I applied last year and looked at it again this year. I will spend more time on it if I am selected. If you'd like to provide any additional documents, please upload below. Please confirm that you have read the Boards and Commissions Handbook. View the Boards and Commissions Handbook. Yes Signature Name of signatory: Claude Ezran Link to signature Date Completed 09/11/2025 3 of 3 Item 2 Attachment D - PAC Applications - Redacted Item 2: Staff Report Pg. 151 Packet Pg. 157 of 474 Public Art Commission Application Submitted on 24 August 2026, 5:51PM Receipt number 43 Related form version 14 Personal Information Name Eedit Bareket Cell Phone Number 6507993888 Home Phone Number Email Address eedit.bareket@gmail.com Are you a Palo Alto resident?Yes Address 617 Forest Ave City PALO ALTO Postal Code 94301 Do you have any relatives or members of your household who are employed by the City of Palo Alto, who are currently serving on the City Council, or who are Commissioners or Board Members? No Are you available and committed to complete the term applied for? Yes Fair Political Practices California state law requires board/commission members to file a disclosure of financial interests (Fair Political Practices Commission, Conflict of Interest, Form 700). Do you/your spouse have an investment in, or do you or your spouse serve as an officer or director of, a company doing business in Palo Alto which you believe is likely to: 1. Engage in business with the City; 2. Provide products or services for City projects; or 3. Be affected by decisions of this Board or Commission? No 1 of 3 Item 2 Attachment D - PAC Applications - Redacted Item 2: Staff Report Pg. 152 Packet Pg. 158 of 474 Excluding your principal residence, do you or your spouse own real property in Palo Alto? No How did you learn about the vacancy on the Public Art Commission? Email from the City Consent to Publish Personal Information on the City of Palo Alto Website Read the code, and check only ONE option below:I give permission for the City of Palo Alto to post to the City’s website the attached Board and Commission Application intact. I have read and understand my rights under Government Code Section 6254.21. I may revoke this permission at any time by providing written notice to the Palo Alto City Clerk. Personal and Job Experience Occupation Consultant, services that assist relocation to senior communities Please list your relevant education, training, experience, certificates of training, licenses, and professional registration. If describing work experience, please include company/employer name and occupation. Master's Degree in Art History with specialty in photography Docent Palo Alto Art Center Docent Art Gallery of Ontario PAUSD volunteer for Project Connections Private art events for local artists Personal art advising Please describe your involvement in community activities, volunteer and civic organizations. Currently volunteering with JFCS Currently volunteering with DNC Past volunteering with NRDC Past volunteering with Center for Peace Volunteer at Cantor Museum Volunteer at Palo Alto Art Center Application Questions 1. Why are you interested in serving on the Public Art Commission and what experience would you bring to the position? Palo Alto has been my home for nearly 25 years, and as such I have a desire to contribute to it in a way that is both meaningful to me and also of service to the community. Having been raised by an artist, worked in the art community and studied art history, the Art Commission is the most appropriate place for me to add my voice and passion for the city. 2. Please describe an issue that recently came before the Commission that is of particular interest to you and describe why you are interested in it. Archived video meetings are available from the Midpen Media Center. The commission of Amy Landesberg is of particular interested as is weaves together her concepts, vector drawings with the ideals of Morris and Sullivan (whose work appealed to me greatly as a student) and landscape architecture, and particularly native plants. For me, the combination of these disciplines is what great public art is about. To enhance public architecture with art, plants and reminders of the topography of a city is to share with Palo Altons what urban planning can be, creating a space that is both functional and beautiful. 2 of 3 Item 2 Attachment D - PAC Applications - Redacted Item 2: Staff Report Pg. 153 Packet Pg. 159 of 474 3. If you are appointed, what specific goals would you like to see the Public Art Commission achieve, and how would you help in the process? As I mentioned at the previous cycle of appointments, what I would love to see is a way to promote young local artists, from our two high schools and higher education institutions in pop-art art events. In a similar way we host the Palo Alto Art Festival, showcasing which are such a draw for locals and neighbors, we could find spaces that are temporarily vacant and repurpose them with art shows to encourage young artists to pursue their passions. 4. Public Art Commission Members work with the document listed below. If you have experience with this document, please describe that experience. Experience with this document is not required for selection. Public Art Master Plan Section 3.2 in particular resonates with my goals for the role in the Art Commission If you'd like to provide any additional documents, please upload below. Please confirm that you have read the Boards and Commissions Handbook. View the Boards and Commissions Handbook. Yes Signature Name of signatory: Eedit Bareket Link to signature Date Completed 08/24/2026 3 of 3 Item 2 Attachment D - PAC Applications - Redacted Item 2: Staff Report Pg. 154 Packet Pg. 160 of 474 Public Art Commission Application Submitted on 31 August 2026, 3:13PM Receipt number 40 Related form version 14 Personal Information Name Harriet Stern Cell Phone Number Home Phone Number Email Address Are you a Palo Alto resident?Yes Address City Palo Alto Postal Code 94301 Do you have any relatives or members of your household who are employed by the City of Palo Alto, who are currently serving on the City Council, or who are Commissioners or Board Members? No Are you available and committed to complete the term applied for? Yes Fair Political Practices California state law requires board/commission members to file a disclosure of financial interests (Fair Political Practices Commission, Conflict of Interest, Form 700). Do you/your spouse have an investment in, or do you or your spouse serve as an officer or director of, a company doing business in Palo Alto which you believe is likely to: 1. Engage in business with the City; 2. Provide products or services for City projects; or 3. Be affected by decisions of this Board or Commission? No 1 of 4 Item 2 Attachment D - PAC Applications - Redacted Item 2: Staff Report Pg. 155 Packet Pg. 161 of 474 Excluding your principal residence, do you or your spouse own real property in Palo Alto? No How did you learn about the vacancy on the Public Art Commission? Email from the City Other: I am a long time patron of the arts. Consent to Publish Personal Information on the City of Palo Alto Website Read the code, and check only ONE option below:I request that the City of Palo Alto redact my home address, phone numbers, and email address from the attached Board and Commission Application prior to posting to the City’s website. Personal and Job Experience Occupation I am the Curator of Community Kindness for the Magical Bridge Foundation. In that capacity I created public programs and led our volunteer corps, the Kindness Ambassadors. I have a public facing role with Magical Bridge. I might host and organize groups such as the Scouts or Community Partner Day on the playground. I register participants and work with the City on activities such as Magical Tennis. I am in the process of creating an artist-in- residency program for disabled artists. Because of my work with Magical Bridge, I am now the curator of Creative Spotlight, a consortium of day programs serving adults with intellectual disabilities. Our second annual show will be up November 13 at Minnesota Street Project in SF. Last year the exhibition took place art EPACenter. I was the curator and the installer. Long before I moved to Palo Alto I worked in Chicago as a corporate art consultant, helping corporations and institutions develop art programs for their offices and public spaces. Please list your relevant education, training, experience, certificates of training, licenses, and professional registration. If describing work experience, please include company/employer name and occupation. Vice Chair of the Palo Alto Public Art Commission Magical Bridge Foundation, Curator of Community Kindness BA, Art History and The Integrated Program of Humane Studies (IPHS), Kenyon College, Gambier, OH Graduate Studies, Modern Art History, Theory and Criticism, School of the Art Institute of Chicago Diploma, Interior Architecture, Inchbald School of Design, London Internships: Hirshhorn Museum , Washington D.C.; Peggy Guggenheim Collection, Venice, IT; Chicago Park District, Archives Dept.; Art Institute of Chicago, Dept. of 20th Century Art TA, School of the Art Institute of Chicago Asst. Director, White Pine Gallery, Chicago Corporate Art Consultant, Merrill Chase Galleries and Corporate Artworks, Schaumberg, IL Curator, IBEW Local 1245, Vacaville, CA Please describe your involvement in community activities, volunteer and civic organizations. In my community I have taken a number of classes at Pacific Art League, Mid-Peninsula Media Center, The Art Center. I attend lectures and music at Stanford, follow local visual and performing arts, including attending King Residency and ArtLift workshops. My kids attended PAUSD 2018-2025. My volunteering centers primarily around school. These are my recent longer term volunteer 2 of 4 Item 2 Attachment D - PAC Applications - Redacted Item 2: Staff Report Pg. 156 Packet Pg. 162 of 474 commitments: Odyssey of the Mind Coach, Elementary Division— 2017 World Championship Qualifiers, All Students Matter Literacy Volunteer, Ravenswood School District 2018/19, Palo Alto High School, College Career Center/Career Speaker Series Volunteer 2019/20/21/22/23, The Reach Foundation Mentor, Santa Clara HS and SJSU 2020/21/22/23/24, Campaign Volunteer 2020, Palo Alto HS Class of 2025 Parent Lead 2021/22/23, Administrator of Sister Cities International, Youth Artists and Authors Showcase 2022/23/24/26, Neighbors Abroad Arts Organizer 2023/24/26. I also volunteer one-off where needed, for example at Code:ART. Application Questions 1. Why are you interested in serving on the Public Art Commission and what experience would you bring to the position? Our public art reflects Palo Alto's values and vision. In Palo Alto all are welcome. We encourage open expression and creativity. The Public Art Commission serves a critical role in guiding first impressions of our city. I would like to serve on the PAC to: 1.reach segments of the community not currently engaged by the public art program and build greater awareness about the program and the collection. 2.guarantee that the community trusts that decisions made around public art are completely transparent and accountable. 3.support local artists and arts professionals and promote art within the community. 4.continue the long-term plans from the Master and Cal Ave Plans and strategize future long-term needs for the collection and programming. As a lifelong collector and professional in the arts, I have practical experience working with artists, end-users, framers, printers and installers on many types of projects from community programming to public, private and corporate installations. 2. Please describe an issue that recently came before the Commission that is of particular interest to you and describe why you are interested in it. Archived video meetings are available from the Midpen Media Center. Early on as a Public Art Commissioner, we were asked to allocate 300K for Code:Art projection mapping. I was the sole dissenting vote. It was a big ask for a form of public art, I knew little about. Subsequently I explored public "light" art and its economic impact. I visited the Napa Lighted Art Festival. It happens each January and February. I met PAPA's projection mapping vendor, the contract recipient. The Light Festival is fantastic. Exhibits are all over the city. There are thousands of people visiting Napa. Most retail businesses are open late. It is lively; an innovative way for Napa to attract visitors during the slow tourist months. People were eating, drinking and shopping. Code:ART is phenomenal but is it an economic driver for PA? It seemed few visitors came to town from outside of PA just for Code:ART. Many residents enjoyed it but the ratio of purposeful visit to chance encounter is hard to gauge. PA is the leader in Public Art regionally. Perhaps this sufficient. 3. If you are appointed, what specific goals would you like to see the Public Art Commission achieve, and how would For 27 months I have served as a PA Commissioner. In that time I have come to understand that our role is to review and approve 3 of 4 Item 2 Attachment D - PAC Applications - Redacted Item 2: Staff Report Pg. 157 Packet Pg. 163 of 474 you help in the process?staff directives and to advise on public art proposed by developers, artists and other stakeholders. The current commissioners are predominantly working artists with interesting, thoughtful ideas. It would be wonderful if PAPA would develop an ongoing grant program in which up to 5K could be awarded on a rolling basis, not just during the ArtLift Grant period. ArtLift Grants are wonderful but are not the same as supporting a local artist in their personal practice on their own terms. ArtLift Grants have been awarded in 2021/22/24 and this year in 2026. With gratitude, I received ArtLift Grants in 2021 and 2022 respectively. There is a difference in developing a concept within grant parameters verses being funded for your art for its own sake. Palo Alto has the ability to support our artists everyday, not just in the years of the ArtLift grant. Let's do it. 4. Public Art Commission Members work with the document listed below. If you have experience with this document, please describe that experience. Experience with this document is not required for selection. Public Art Master Plan Yes, I am familiar with the Master Plan. I attended a focus group with the authors and have read the final document. I know that we are about 90+% through the ten year plan. The Master Plan has effectively established a professional approach to our Public Art Program and its administration. The goals and timeline are very clearly stated. The Cubberley Artist Studios are included in the Master Plan as a point of discussion. It is my very strong opinion that if Cubberley is used for something else in the future, Palo Alto should maintain subsidised artist studios somewhere within our city limits. Artists enhance diversity of our community. They can't afford to be here without our support. If you'd like to provide any additional documents, please upload below. Creative Spotlight Exhibition, EPACenter, Sept 2025.jpeg Creative Spotlight 2026, save the date.jpeg Connected Worlds Flyer Final June 2026-compressed.pdf We Are What We Eat Culinary Heritage of Our Sister Cities | Neighbors Abroad.pdf Pets of Palo Alto A Family Portrait Project City of Palo Alto, CA.pdf Please confirm that you have read the Boards and Commissions Handbook. View the Boards and Commissions Handbook. Yes Signature Name of signatory: Harriet Stern Link to signature Date Completed 08/31/2026 4 of 4 Item 2 Attachment D - PAC Applications - Redacted Item 2: Staff Report Pg. 158 Packet Pg. 164 of 474 Item 2 Attachment D - PAC Applications - Redacted Item 2: Staff Report Pg. 159 Packet Pg. 165 of 474 Item 2 Attachment D - PAC Applications - Redacted Item 2: Staff Report Pg. 160 Packet Pg. 166 of 474 Item 2 Attachment D - PAC Applications - Redacted Item 2: Staff Report Pg. 161 Packet Pg. 167 of 474 Item 2 Attachment D - PAC Applications - Redacted Item 2: Staff Report Pg. 162 Packet Pg. 168 of 474 ← Back to Past Programs A Special Exhibit at the Palo Alto Art Center, February-March 2024 The organization partnered with curator Harriet Stern to display food-themed artwork from eight international Sister Cities. The exhibition explored “how traditional cuisine and modern variations can tell the story of a country and its culture” through art and photography. The opening reception attracted over 150 community members, including Mayor Greer Stone, Vice Mayor Ed Lauing, and City Councilmember Lydia Kou. Volunteers provided international small bites. Artist Joanne Posluszny-Hoffsten from Linkoping, Sweden attended and displayed a sculpture depicting “Meatballs with Mashed Potatoes, Brown Gravy, Peas and Lingon Jelly.” The Enschede, Netherlands photography club published exhibit coverage. The exhibition ran concurrently with the Art Center’s “In Feast or Famine” exhibition. Sponsors: The Graduate Hotel, Hassett Hardware, HE&C Tea + Pot, and Taste restaurant Featured Artist: Giuseppe Blasotta (Heidelberg) created “Still Life with White Asparagus” Photos ← View All Past Programs Copyright © 2026 Neighbors Abroad. All Rights Reserved. Privacy Policy. Neighbors Abroad fosters Palo Alto's domestic and international engagement through friendship, education, commerce, and sustainability. We are a 501(c)(3) nonprofit organization. NAVIGATION CONNECT WITH US Neighbors Abroad 355 Alma Street Palo Alto, CA 94301 EIN: 94-6103013 About Membership Donate Newsletter Archive Contact ART 202 We Are What We Eat: Culinary Heritage of Our Sister Cities Multiple (Albi, Enschede, Heidelberg, Linkoping, Oaxaca, Palo, Tsuchiura, Yangpu) Cities Get Involved About Current Projects Newsletters BECOME A MEMBER Item 2 Attachment D - PAC Applications - Redacted Item 2: Staff Report Pg. 163 Packet Pg. 169 of 474 Public Art Commission Application Submitted on 31 July 2026, 1:09PM Receipt number 38 Related form version 14 Personal Information Name Marilyn Gottlieb-Roberts Cell Phone Number 3053239242 Home Phone Number 3053239242 Email Address m427@bellsouth.net Are you a Palo Alto resident?Yes Address 763 E Charleston Rd City Palo Alto Postal Code 94303-4706 Do you have any relatives or members of your household who are employed by the City of Palo Alto, who are currently serving on the City Council, or who are Commissioners or Board Members? No Are you available and committed to complete the term applied for? Yes Fair Political Practices California state law requires board/commission members to file a disclosure of financial interests (Fair Political Practices Commission, Conflict of Interest, Form 700). Do you/your spouse have an investment in, or do you or your spouse serve as an officer or director of, a company doing business in Palo Alto which you believe is likely to: 1. Engage in business with the City; 2. Provide products or services for City projects; or 3. Be affected by decisions of this Board or Commission? No 1 of 4 Item 2 Attachment D - PAC Applications - Redacted Item 2: Staff Report Pg. 164 Packet Pg. 170 of 474 Excluding your principal residence, do you or your spouse own real property in Palo Alto? No How did you learn about the vacancy on the Public Art Commission? Email from the City Consent to Publish Personal Information on the City of Palo Alto Website Read the code, and check only ONE option below:I give permission for the City of Palo Alto to post to the City’s website the attached Board and Commission Application intact. I have read and understand my rights under Government Code Section 6254.21. I may revoke this permission at any time by providing written notice to the Palo Alto City Clerk. Personal and Job Experience Occupation Visual artist, writer, and retired college art professor. Please list your relevant education, training, experience, certificates of training, licenses, and professional registration. If describing work experience, please include company/employer name and occupation. I am a visual artist with an MFA in Painting and Drawing from the University of Miami and a BA in Painting and Literature from Goddard College. I taught painting, drawing, and art history as tenured faculty at Miami Dade College from 1980 to 2006 and was a Fulbright teaching and research scholar at the University of Jos, Nigeria. My work includes exhibitions, installations, performance-based projects, artist books, and public presentations. I also have experience in public art and arts review, including Miami-Dade Art in Public Places and service as a panelist and adjudicator for county, state, and national arts programs evaluating artistic quality, feasibility, and public context. Please describe your involvement in community activities, volunteer and civic organizations. My community involvement has centered on public-facing arts, education, and cultural service. I was the founding director of the Miami Waves Film and Performance Festival at Miami Dade College and later served on grant, fellowship, and public art review panels for Miami-Dade County, the State of Florida, and other arts programs. I was a longtime preliminary adjudicator for the National Foundation for Advancement in the Arts and served on the executive board of the Interdisciplinary Sound Arts Workshop. Throughout my career, I have developed lectures, performances, and installations for broad audiences, and I have learned to distinguish between work that merely invokes community and work that demonstrates real attentiveness to place, audience, and civic experience. Application Questions 1. Why are you interested in serving on the Public Art Commission and what experience would you bring to the position? I am interested in serving because public art can do more than decorate civic space: it can deepen public attention, enlarge shared meaning, and bring seriousness, surprise, and memory into everyday life. I would bring the perspective of a practicing visual artist, retired art professor, and longtime arts panelist with experience in exhibitions, installations, public-facing work, and 2 of 4 Item 2 Attachment D - PAC Applications - Redacted Item 2: Staff Report Pg. 165 Packet Pg. 171 of 474 grant review. I have also participated in public art contexts, including Miami-Dade Art in Public Places and state-level public art panels. Over many years as an artist, educator, and reviewer, I have learned to evaluate artistic quality together with feasibility, site sensitivity, and public experience. I would bring both discernment and openness, including the ability to recognize genuine community engagement rather than merely stated intention. 2. Please describe an issue that recently came before the Commission that is of particular interest to you and describe why you are interested in it. Archived video meetings are available from the Midpen Media Center. A recent matter of particular interest to me was the Commission’s November 20, 2025 review of both new work and conservation: the installation progress of The Link, the generative AI work by Daniel Canogar and his studio, and restoration updates for Albuquerque and After the Fire. I followed The Link from its earlier proposal to the Commission and was struck by the way it raises questions about innovation, site, audience, and long-term civic meaning. At the same time, the restoration items underscored the Commission’s responsibility not only to support ambitious new work, but also to steward the collection it already holds. That combination of commissioning and care is especially important to me because it joins artistic judgment, public experience, and long-range civic responsibility. 3. If you are appointed, what specific goals would you like to see the Public Art Commission achieve, and how would you help in the process? I would like to see the Commission continue strengthening three areas: the quality of artist selection, the clarity of public engagement, and the thoughtful integration of art into civic planning. Strong public art should be memorable, well sited, and responsive to the scale and character of its setting. Public engagement should move beyond formality toward meaningful dialogue about how people encounter a work over time. I would also support careful attention to maintenance and stewardship so that commissioned works remain vital parts of the city’s landscape. I could help by bringing experience in evaluating proposals, discussing art across different audiences, and identifying work that combines artistic integrity with genuine public presence. 4. Public Art Commission Members work with the document listed below. If you have experience with this document, please describe that experience. Experience with this document is not required for selection. Public Art Master Plan I do not have prior direct experience working with Palo Alto’s Public Art Master Plan. However, I do have experience working in public art and civic arts contexts where planning documents, institutional goals, site conditions, and review criteria shape the selection and presentation of art. My experience as an artist, educator, grant panelist, and public art reviewer has required close reading, interpretive judgment, and the ability to connect broad policy aims with the practical evaluation of specific proposals. I would approach the Master Plan seriously and would expect it to be a useful framework for understanding the Commission’s priorities, standards, and long-term responsibilities. If you'd like to provide any additional documents, please upload below. Palo Alto Public Art capsule CV.odt Please confirm that you have read the Boards and Commissions Handbook. View the Boards and Commissions Handbook. Yes Signature Name of signatory: Marilyn Gottlieb-Roberts (Marilyn G. Roberts here) 3 of 4 Item 2 Attachment D - PAC Applications - Redacted Item 2: Staff Report Pg. 166 Packet Pg. 172 of 474 Item 2 Attachment D - PAC Applications - Redacted Item 2: Staff Report Pg. 167 Packet Pg. 173 of 474 MARILYN G. ROBERTS Palo Alto, CA m427@bellsouth.net | 305-323-9242 VISUAL ARTIST, WRITER, AND RETIRED COLLEGE ART PROFESSOR PROFILE Practicing visual artist, retired tenured faculty member in art and philosophy, and experienced arts panelist with a longstanding record of exhibitions, installations, public-facing projects, teaching, writing, and civic arts service. Brings experience in public art review, artist selection contexts, community engagement, and evaluation of artistic quality, feasibility, and public relevance. EDUCATION MFA, Painting and Drawing, University of MiamiBA, Painting and Literature, Goddard CollegeDoctoral studies, Comparative Sociology and Cultural Anthropology, Florida International University TEACHING AND SCHOLARLY EXPERIENCE Tenured Faculty, Department of Art & Philosophy, Miami Dade College, 1980–2006Fulbright Teaching/Research Scholar, University of Jos, Nigeria, 2000–2002Visiting Artist, Office of the Arts, Harvard University, 1994 PUBLIC ART, REVIEW, AND CIVIC ARTS EXPERIENCE Miami-Dade County Art in Public Places, participating artistPanelist, Art in Public Places commissions, State of Florida Division of Cultural Affairs, 1997Panelist, International Cultural Exchange Grants Panel, Miami-Dade County Department of Cultural Affairs, 2000–2008Panelist, Individual Artist Fellowships, State of Florida Division of Cultural AffairsPreliminary Adjudicator, National Foundation for Advancement in the Arts, 1996–2012Founding Director, Miami Waves Film and Performance Festival, Miami Dade College SELECTED ARTISTIC ACTIVITY A Durable Tale, artist book and related installations/lectures, 2010–2017A Personal Almanac, installation, Hayden Planetarium, American Museum of Natural History, 2013Memory Is Our Most Important Product, solo installation, 2013Dormition, real-time video, screened in curated festival contextsThe Treasure Trail, Miami-Dade County Art in Public Places, 1983 SELECTED AWARDS AND SUPPORT Fulbright Scholars Program Teaching/Research AwardJoan Mitchell Foundation residency supportNational Endowment for the Arts regional regrantMiami-Dade County Department of Cultural Affairs Artist Access GrantsR. W. Greenfield Endowed Teaching Chair SELECTED PROFESSIONAL SERVICE Item 2 Attachment D - PAC Applications - Redacted Item 2: Staff Report Pg. 168 Packet Pg. 174 of 474 Executive Board, Interdisciplinary Sound Arts WorkshopAcademic Reviewer, Janson’s History of Art: The Western TraditionReferee, African Studies ReviewGrant and fellowship panel service for county, state, and national arts programs Item 2 Attachment D - PAC Applications - Redacted Item 2: Staff Report Pg. 169 Packet Pg. 175 of 474 Public Art Commission Application Submitted on 1 September 2026, 4:05PM Receipt number 46 Related form version 14 Personal Information Name Mette Huberman Cell Phone Number 6503871579 Home Phone Number Email Address mette.huberman@gmail.com Are you a Palo Alto resident?Yes Address 909 Cowper St City Palo Alto Postal Code 94301 Do you have any relatives or members of your household who are employed by the City of Palo Alto, who are currently serving on the City Council, or who are Commissioners or Board Members? No Are you available and committed to complete the term applied for? Yes Fair Political Practices California state law requires board/commission members to file a disclosure of financial interests (Fair Political Practices Commission, Conflict of Interest, Form 700). Do you/your spouse have an investment in, or do you or your spouse serve as an officer or director of, a company doing business in Palo Alto which you believe is likely to: 1. Engage in business with the City; 2. Provide products or services for City projects; or 3. Be affected by decisions of this Board or Commission? No 1 of 4 Item 2 Attachment D - PAC Applications - Redacted Item 2: Staff Report Pg. 170 Packet Pg. 176 of 474 Excluding your principal residence, do you or your spouse own real property in Palo Alto? No How did you learn about the vacancy on the Public Art Commission? Email from the City Consent to Publish Personal Information on the City of Palo Alto Website Read the code, and check only ONE option below:I give permission for the City of Palo Alto to post to the City’s website the attached Board and Commission Application intact. I have read and understand my rights under Government Code Section 6254.21. I may revoke this permission at any time by providing written notice to the Palo Alto City Clerk. Personal and Job Experience Occupation - Contributing Writer, Art and Culture, Embarcadero Media Foundation - Art Historian, Freelance Please list your relevant education, training, experience, certificates of training, licenses, and professional registration. If describing work experience, please include company/employer name and occupation. - I am an Art Historian with a master’s degree from the Academy of Art University in San Francisco. I also have two other master’s degrees: one in education from Stanford University and one in psychology from University of Aarhus in Denmark. - I am a Contributing Writer for the Embarcadero Media Foundation writing about art and culture. In fact, two of my articles focus on public art in Palo Alto: one is about the Greg Brown murals in downtown and the other article is about the Victor Arnautoff murals at the Palo Alto Museum: https://www.paloaltoonline.com/author/mette-huberman/ - I worked for more than 20 years at a non-profit research company, the American Institutes for Research (AIR), in California. As a Senior Research Analyst, I directed projects evaluating educational programs, including local school arts education programs. Please describe your involvement in community activities, volunteer and civic organizations. - I am an Art Docent at the Palo Alto Art Center, where I lead school tours for local K-5 students of changing exhibits at the art center. Here is a video that shows me as an Art Docent as part of Project Look: https://www.youtube.com/shorts/hMN2uDUk3zY - I am also an Art Docent in the Los Gatos Union Elementary School District, where I teach art history in K-8 classrooms based on a program aligned to California State Standards for the Visual Arts and a 10-week training course: https://artdocents.com/ - For more than 25 years, I have sung as a Second Soprano in the Stanford Symphonic Chorus, performing concerts at Stanford Memorial Church and at Bing Concert Hall every quarter and learning more than 90 different choral pieces. - I am a Stanford Alumni member and have taken numerous Stanford continuing education courses, in particular in art history. - I have taken courses in weaving and tapestry at City College in San Francisco, as well as with local weavers. 2 of 4 Item 2 Attachment D - PAC Applications - Redacted Item 2: Staff Report Pg. 171 Packet Pg. 177 of 474 Application Questions 1. Why are you interested in serving on the Public Art Commission and what experience would you bring to the position? I care deeply about public art. I believe that public art improves a local community and reflects the people and values of the community. Public art can also bring together a diverse community around common goals of beautification, diversity, and sustainability. I am an Art Historian, who believe in sharing my passion for art through writing about and teaching art and art history to children and adults. In my role as a Contributing Writer, I have interviewed art stakeholders, such as artists, art curators, and art administrators. I have also worked for more than 20 years directing projects to evaluate educational programs, including school arts education programs. I have expertise in all aspects of an evaluation project, from managing people and budgets, to interviewing and surveying stakeholders, analyzing data, and summarizing and presenting data. These skills, as well as my deep knowledge of art history and art, will be very useful as a member of the Public Art Commission. 2. Please describe an issue that recently came before the Commission that is of particular interest to you and describe why you are interested in it. Archived video meetings are available from the Midpen Media Center. I find the Public Art Plan for the California Avenue district very interesting because it seeks to strengthen and bring together a whole business district around public art, including businesses, residents, local artists, and visitors. I also appreciate that the project is being carried out in partnership with Art Builds Community, a woman-led, public art planning and consulting firm. One of their projects, Womanhood, seeks ways to honor women’s historic contributions to our region and beyond. The issue of female recognition and appreciation is an issue dear to my heart. In my art history scholarship, I have focused on female artist recognition and appreciation historically, including in my master’s thesis. 3. If you are appointed, what specific goals would you like to see the Public Art Commission achieve, and how would you help in the process? As mentioned above, I care deeply about female artist recognition and appreciation, which would be a goal I would like to pursue as part of the commission’s work. My art historical knowledge on the topic, as well as my experience working with stakeholders and artists as part of my writing and evaluation work, will be very helpful in this process. I also care deeply about art education for children and adults alike. It would be beneficial for the community to learn more about the public art displays in Palo Alto. This could be done in various ways; for example, by making schools aware of the Greg Brown scavenger hunt and by having students find the multiple decorated utility boxes around town. The Public Art Program could also do a monthly art walk, similar to the one that the city of Los Altos carries out every month. Given my teaching experiences, I would be very capable of helping with this process. 4. Public Art Commission Members work with the document listed below. If you have experience with this document, please describe that experience. Experience with this document is not required for selection. Public Art Master Plan Apart from skimming the City of Palo Alto Public Art Master Plan, I do not have experience with the document but I appreciate its comprehensiveness, in particular the focus on Goals and Recommendations such as environmental projects and educational initiatives. If selected to the Public Art Commission, I look forward to studying this document in more detail. 3 of 4 Item 2 Attachment D - PAC Applications - Redacted Item 2: Staff Report Pg. 172 Packet Pg. 178 of 474 If you'd like to provide any additional documents, please upload below. Please confirm that you have read the Boards and Commissions Handbook. View the Boards and Commissions Handbook. Yes Signature Name of signatory: Mette Huberman Link to signature Date Completed 09/01/2026 4 of 4 Item 2 Attachment D - PAC Applications - Redacted Item 2: Staff Report Pg. 173 Packet Pg. 179 of 474 Public Art Commission Application Submitted on 11 August 2026, 3:10PM Receipt number 39 Related form version 14 Personal Information Name Musaab Farooqui Cell Phone Number Home Phone Number Email Address Are you a Palo Alto resident?Yes Address City Palo Alto Postal Code 94306 Do you have any relatives or members of your household who are employed by the City of Palo Alto, who are currently serving on the City Council, or who are Commissioners or Board Members? No Are you available and committed to complete the term applied for? Yes Fair Political Practices California state law requires board/commission members to file a disclosure of financial interests (Fair Political Practices Commission, Conflict of Interest, Form 700). Do you/your spouse have an investment in, or do you or your spouse serve as an officer or director of, a company doing business in Palo Alto which you believe is likely to: 1. Engage in business with the City; 2. Provide products or services for City projects; or 3. Be affected by decisions of this Board or Commission? No 1 of 3 Item 2 Attachment D - PAC Applications - Redacted Item 2: Staff Report Pg. 174 Packet Pg. 180 of 474 Excluding your principal residence, do you or your spouse own real property in Palo Alto? No How did you learn about the vacancy on the Public Art Commission? City Website Consent to Publish Personal Information on the City of Palo Alto Website Read the code, and check only ONE option below:I request that the City of Palo Alto redact my home address, phone numbers, and email address from the attached Board and Commission Application prior to posting to the City’s website. Personal and Job Experience Occupation Data Scientist, Intuitive Machines Please list your relevant education, training, experience, certificates of training, licenses, and professional registration. If describing work experience, please include company/employer name and occupation. UC Berkeley — B.A. in Data Science, May 2025. Coursework included data analysis, statistics, economics, programming, and ethical decision-making. Intuitive Machines — Data Scientist, May 2025–Present. Develop data analytics and visualization tools supporting spacecraft manufacturing, working cross-functionally with engineering, operations, and leadership to translate complex information into actionable insights. Stanford Social Media Lab — Researcher. Conducted large-scale data analysis supporting research on social media, information exposure, and online behavior. Please describe your involvement in community activities, volunteer and civic organizations. As a Palo Alto resident, I am interested in becoming more actively involved in local civic life and contributing my professional and educational experience to the community. My background includes research at the Stanford Social Media Lab and studies at UC Berkeley and Zaytuna College, experiences that strengthened my appreciation for the intersection of community, culture, education, and public institutions. Applying to the Public Art Commission is an opportunity for me to deepen my civic involvement and contribute to making Palo Alto’s public spaces engaging and representative of the community. Application Questions 1. Why are you interested in serving on the Public Art Commission and what experience would you bring to the position? As a Palo Alto resident, I am interested in becoming more actively involved in local civic life and contributing my professional and educational experience to the community. My background includes research at the Stanford Social Media Lab and studies at UC Berkeley and Foothill College, experiences that strengthened my appreciation for the intersection of community, culture, education, and public institutions. Applying to the Public Art Commission is an opportunity for me to deepen my civic involvement and contribute to making Palo Alto’s public spaces 2 of 3 Item 2 Attachment D - PAC Applications - Redacted Item 2: Staff Report Pg. 175 Packet Pg. 181 of 474 engaging and representative of the community. 2. Please describe an issue that recently came before the Commission that is of particular interest to you and describe why you are interested in it. Archived video meetings are available from the Midpen Media Center. I was particularly interested in the Commission’s recent consideration of Impression XXVII by CASP artist Charlotta Kauksdotter and its potential acceptance into the City’s collection. I was drawn to the work’s exploration of the relationship between humanity and nature, as well as the opportunity to support an artist connected to the Cubberley Artist Studio Program. I believe initiatives like this demonstrate how the City can support local artists while building a public art collection that reflects meaningful ideas and connections to the community. 3. If you are appointed, what specific goals would you like to see the Public Art Commission achieve, and how would you help in the process? I would like to see the Public Art Commission continue expanding access to public art throughout Palo Alto while supporting local artists and ensuring that projects reflect the diversity and character of the community. I would also like to explore ways to make public art more engaging and visible to younger residents and people who may not traditionally interact with the arts. I would contribute by bringing a data-driven and collaborative perspective helping evaluate community feedback, measure the reach and impact of programs, and work with fellow commissioners, City staff, artists, and residents to make thoughtful decisions about projects and resources. 4. Public Art Commission Members work with the document listed below. If you have experience with this document, please describe that experience. Experience with this document is not required for selection. Public Art Master Plan I do not have prior professional experience working with the Palo Alto Public Art Master Plan. However, I have reviewed the document and am particularly interested in its emphasis on reflecting Palo Alto’s people and diverse neighborhoods, supporting local and regional artists, increasing public awareness of the City’s art collection, and incorporating art into the City’s broader planning efforts. I would look forward to developing a deeper understanding of the Master Plan and using its goals and recommendations to help guide thoughtful decisions as a member. If you'd like to provide any additional documents, please upload below. musaab_farooqui_resume.pdf Please confirm that you have read the Boards and Commissions Handbook. View the Boards and Commissions Handbook. Yes Signature Name of signatory: Musaab Farooqui Link to signature Date Completed 08/11/2026 3 of 3 Item 2 Attachment D - PAC Applications - Redacted Item 2: Staff Report Pg. 176 Packet Pg. 182 of 474 Musaab Farooqui ••linkedin.com/in/musaabf •Palo Alto, CA Education University of California, Berkeley May 2025 B.A. in Data Science (Emphasis in Economics at the Haas School of Business) Relevant Coursework: The Structure and Interpretation of Computer Programs, Data Structures, Object Oriented Programming in C++, Object Oriented Programming in Python, Foundations of Data Science, Leading People, The Ethical Environment of Business, Risk Analysis for Engineers, Econometrics Technical Skills Product Roadmapping, Go-to-Market Strategy, Product Requirements Documents (PRDs), Competitive Analysis, Customer Discovery, Market Research, Sales Enablement, Positioning & Messaging, Python, SQL, C++, Java, Excel, PowerBi, Tableau, AWS, Data Analysis, Data Modeling, Data Visualization, Statistics, A/B Testing, Lidar/Radar Technology Experience Data Scientist, Intuitive Machines August 2025 Present Built executive analytics dashboards tracking Earned Value, Actual Cost, CPI, and labor utilization, improving visibility across spacecraft bus, top, and sub assembly production lines. Partnered with manufacturing, engineering, ﬁnance, and operations teams to translate business requirements into analytics solutions supporting production decision-making. Designed automated labor and cost variance models resulting in a 15% reduction in labor hours across manufacturing workﬂows. Created data pipelines integrating manufacturing, labor, and ﬁnancial systems, reducing manual reporting effort by 30% and accelerating production reviews. Identiﬁed production bottlenecks and schedule risks through throughput analysis, increasing line efﬁciency and reducing cycle time by 12%. Product Marketing Edge Strategy Intern, Nutanix May 2025 - Aug 2025 Developed a comprehensive go to market strategy for Nutanix’s edge computing portfolio, synthesizing input from product, technical marketing, and senior leadership to deﬁne positioning, target segments, and key differentiators. Conducted competitive analysis of the edge computing landscape, mapping 20+ competing solutions across 4 market segments and identifying whitespace opportunities that expanded addressable market targeting by 25%. Created strategic positioning documents and messaging frameworks targeting IT decision makers and cloud architects, improving messaging clarity and stakeholder alignment by 40% per team feedback. Engaged cross functionally with product, engineering, and partner teams to evaluate edge technology components and validate strategic assumptions. Presented ﬁnal GTM strategy deliverable to senior leadership, incorporating stakeholder feedback and translating technical product nuances into compelling business narratives. Data Scientist Intern, Zendar Sept 2024 Jan 2025 Analyzed sensor test data and built performance dashboards, improving data quality monitoring coverage by 35% and accelerating issue detection for AI perception model development. Collected and processed LiDAR, radar, and camera datasets for model training and validation, increasing dataset coverage by 40% to improve perception model accuracy. Reduced sensor platform downtime by 22% through proactive troubleshooting and maintenance of the Linux based system and web UI during testing cycles. Collaborated cross functionally with engineering and operations to reﬁne data collection strategies and resolve discrepancies impacting model quality. Product Management Intern (Robotics), Zebra Technologies Inc.June 2024 - Sept 2024 Designed and maintained product roadmaps for autonomous mobile robotics, conducting feasibility research, assessing business impact, and prioritizing features across 3 development cycles. Developed and reﬁned go to market strategies that drove a 20% improvement in customer satisfaction scores by directly incorporating structured customer feedback into roadmap updates. Conducted customer feedback interviews to surface product gaps, analyzed ﬁndings, and presented actionable insights to engineering teams, reducing feature delivery backlog by 18% through improved prioritization. Collaborated with sales and engineering stakeholders to align product direction with customer needs and market trends. Product Management Intern, Ouster Inc.Jan 2024 June 2024 Collaborated with engineering and operations teams to develop Product Requirements Documents (PRDs), prioritize features, and manage change requests for software and hardware sensor products. Performed competitive analysis to redeﬁne product goals, identifying a 30% pricing gap versus key competitors and directly informing Ouster ’s repositioning strategy. Revised product documentation and technical manuals, reducing customer support escalations by 22% by enabling customers to more independently understand and adopt key sensor functionalities. Tested new sensor features and gathered performance data, providing structured feedback to engineering for product iteration. Served as a cross-functional liaison bridging sales, engineering, and operations to drive technical issues to resolution. Leadership Python Instructor, Berkeley Tech. Collaborative (BTC)Aug 2022 - May 2025 Item 2 Attachment D - PAC Applications - Redacted Item 2: Staff Report Pg. 177 Packet Pg. 183 of 474 Public Art Commission Application Submitted on 26 August 2026, 11:30AM Receipt number 44 Related form version 14 Personal Information Name Ruth-Anne Siegel Cell Phone Number Home Phone Number Email Address Are you a Palo Alto resident?Yes Address City Palo Alto Postal Code 94303 Do you have any relatives or members of your household who are employed by the City of Palo Alto, who are currently serving on the City Council, or who are Commissioners or Board Members? No Are you available and committed to complete the term applied for? Yes Fair Political Practices California state law requires board/commission members to file a disclosure of financial interests (Fair Political Practices Commission, Conflict of Interest, Form 700). Do you/your spouse have an investment in, or do you or your spouse serve as an officer or director of, a company doing business in Palo Alto which you believe is likely to: 1. Engage in business with the City; 2. Provide products or services for City projects; or 3. Be affected by decisions of this Board or Commission? No 1 of 4 Item 2 Attachment D - PAC Applications - Redacted Item 2: Staff Report Pg. 178 Packet Pg. 184 of 474 Excluding your principal residence, do you or your spouse own real property in Palo Alto? No How did you learn about the vacancy on the Public Art Commission? Palo Alto Weekly Consent to Publish Personal Information on the City of Palo Alto Website Read the code, and check only ONE option below:I request that the City of Palo Alto redact my home address, phone numbers, and email address from the attached Board and Commission Application prior to posting to the City’s website. Personal and Job Experience Occupation fine artist Please list your relevant education, training, experience, certificates of training, licenses, and professional registration. If describing work experience, please include company/employer name and occupation. Education: MFA, School of the Art Institute of Chicago; BFA, Rhode Island School of Design. Additional coursework at Stanford University, Brown University, UC Santa Cruz, and the Pacific Art League. 30+ year career in graphic design in both NYC and Silicon Valley Teaching Experience: Instructor, "Developing Your Artistic Voice Through Mixed Media," Pacific Art League, Palo Alto, CA (2026). Residency: Fine Arts Artist in Residence, School of Visual Arts, New York, NY (May-June 2026). Professional Experience: Represented artist, UGallery, San Francisco, CA. Juried into national and international exhibitions since 2015, including the Philadelphia Museum of Jewish Art, The Edward Hopper House Museum, The Bristol Art Museum, and Kenosha Public Museum (2026); solo exhibitions at Gitane and Gallery House, Palo Alto/Menlo Park, CA. Please describe your involvement in community activities, volunteer and civic organizations. I have lived in Palo Alto for 23 years, raising three children through PAUSD at Fairmeadow, JLS, and Gunn. I have been deeply engaged in school and community life, volunteering extensively with the PTA at all three schools and with Partners in Education (PiE). Key leadership roles include PTA President at Fairmeadow Elementary (two years), PiE Board Member (two years), VP of Programming for the PTA at Gunn High School, and PiE Representative at both JLS and Gunn. I also served for multiple years as the Parent Representative for Challenge Success at Gunn, organizing annual events featuring panels of experts, students, and nationally known speakers on adolescent well-being and education. I have also served on my Congregation Etz Chayim's education and design committees for over 20 years. I was commissioned by Alta Housing to create two large-scale, site-specific paintings for their Wilton Court property. Application Questions 2 of 4 Item 2 Attachment D - PAC Applications - Redacted Item 2: Staff Report Pg. 179 Packet Pg. 185 of 474 1. Why are you interested in serving on the Public Art Commission and what experience would you bring to the position? I would like to be more involved in my community now that my children are grown. I have an extensive art and design background and would like to apply it to Palo Alto. I have over 30 years of experience as a graphic designer and fine artist. 2. Please describe an issue that recently came before the Commission that is of particular interest to you and describe why you are interested in it. Archived video meetings are available from the Midpen Media Center. Since completing my MFA last summer, much of my time has gone into applying for residencies, fellowships, and grants. Even when an application isn't successful, I value reading the accepted artists' statements; it's fascinating to see how other artists think. That's what drew me to the Commission's recent approval of Amy Landesberg's The Climbing Biome for the downtown parking garage: a 50-foot stainless-steel relief depicting the endangered native plant species of the diverse region around Palo Alto, its language drawn from art historical references that span different eras. I was struck by how directly Landesberg's statement deals with how city life separates us from the natural world. While art can't replace that connection, it can engage and celebrate it. As a painter whose own work engages deep issues through abstraction, I'm drawn to how she turns local conservation science into civic storytelling at architectural scale. 3. If you are appointed, what specific goals would you like to see the Public Art Commission achieve, and how would you help in the process? I am a highly visual person who loves good design and a beautiful built environment. I'd like the Commission to keep raising the bar on design quality with public art that is genuinely integrated with its site and architecture, not just ornamental. I'd also like continued attention to stewardship: the recently decommissioned digital installation at City Hall is a reminder that good public art needs a real maintenance plan. And I care about making sure the story behind each piece, like the ecological narrative behind The Climbing Biome, reaches residents through signage, talks, or programming. My experience as a graphic designer gives me a practiced eye for composition, material, and site-specific work; 20+ years on my synagogue's design committee taught me to balance beauty with function and budget; and years leading PTA and Challenge Success programs taught me to build consensus and how to organize and run successful public-facing events. 4. Public Art Commission Members work with the document listed below. If you have experience with this document, please describe that experience. Experience with this document is not required for selection. Public Art Master Plan Is the Public Art Commission meeting the goals outlined in the Master Plan? That is the question that I would ask every project brought to the Commission. From one reading, I can see that it is deeply researched and detailed. At present, it is ten years old. Are there plans to revisit it? It was completed before the pandemic and the advent of robust AI. The city has seen great changes since 2016. What would we do differently now? If you'd like to provide any additional documents, please upload below. RASiegel CV 2026.pdf Please confirm that you have read the Boards and Commissions Handbook. View the Boards and Commissions Handbook. Yes 3 of 4 Item 2 Attachment D - PAC Applications - Redacted Item 2: Staff Report Pg. 180 Packet Pg. 186 of 474 Signature Name of signatory: Ruth-Anne Siegel Link to signature Date Completed 08/26/2026 4 of 4 Item 2 Attachment D - PAC Applications - Redacted Item 2: Staff Report Pg. 181 Packet Pg. 187 of 474 RUTH-ANNE SIEGEL Born in New York City ruth-annesiegel.com EDUCATION MFA School of the Art Institute of Chicago, Chicago, IL BFA Rhode Island School of Design, Providence, RI Studied at Stanford University, Brown University, UC Santa Cruz, and the Pacific Art League SELECTED GROUP EXHIBITIONS 2026 3rd Acrylic International – Biennial Juried Exhibition Juror: Dan Simoneau, Kenosha Public Museum, August 15-November 21 Democracy: United We Stand Philadelphia Museum of Jewish Art, March 20-July 31 55 x 2: Light Juror: Indira A. Abiskaroon Valbuena, The Edward Hopper House Museum, March 27-April 26 When in the Course of Human Events Juror: Meredith Stern, The Bristol Art Museum, February 22 – April 10 2025 Word Play Juror: Jack Fischer, Arc Gallery & Studios, San Francisco, CA November 15-Jan 10 MFA Exhibition Curator: Denny Mwaura, SAIC Galleries, Chicago, IL, July 7-27 2024 Radical Kindness II Jurors: Robin Atlas and Nancy Current, The Vector Artist Initiative May 2024-May 2025 2022 Strictly Abstract Juror: Emebet Korn, O’Hanlon Center for the Arts, Mill Valley, CA, June 3–July 22 Fresh or Frozen Juror: Jen Tough, Artist Alliance, February-March 2019 Abstraction Juror: Karen Imperial, Pacific Art League, Palo Alto, CA, May 1-June 1 2018 Abstracts Juror: Michael Azgour, Pacific Art League, Palo Alto, CA, April 6-May 4 2017 Annual Member Exhibition Juror: Dan Simoneau, International Society of Acrylic Painters BLOOM Slate Art, San Ramon Valley Conference Center, San Ramon, CA, April 14-July 20 2016 Annual Member Exhibition Juror: Paul Jackson, International Society of Acrylic Painters ArtsyShark Featured Artist, Juror: Carolyn Edlund 2015 6th Annual ISAP International Open Online Show Juror: Linda Kemp, International Society of Acrylic Painters SELECTED SOLO & TWO-PERSON EXHIBITIONS 2019 Flora: Celebrating the Colors of Spring A.Space Gallery, Menlo Park, CA, March 15-April 14 2018 An Artist Collaboration A.Space Gallery, Menlo Park, CA, September 4-October 27 Oil & Water Gallery House, Palo Alto, CA, January 30-February 24 2016 Cycles Gallery House, Palo Alto, CA, August 23-September 17 2013 Memories of the Bridge (solo), Gitane, Menlo Park, CA, November 13-December 13 RESIDENCIES 2026 School of Visual Arts, Fine Arts Artist in Residence, New York, NY, May 26-June 26 GALLERY REPRESENTATION Item 2 Attachment D - PAC Applications - Redacted Item 2: Staff Report Pg. 182 Packet Pg. 188 of 474 UGallery San Francisco, CA SELECTED TEACHING 2026 Paciﬁc Art League, Instructor, Developing Your Artistic Voice Through Mixed Media SELECTED MEDIA AND PUBLICATIONS The Comfort of Color: Activation of Chaos Fischer, Noah; Ruth-Anne, SPOTLIGHT (video) Korotzer, Katie; Piedmont Exedra, The Artist’s Studio, April 30 Edlund, Carolyn; ArtsyShark Featured Artist Wheeler, Nance, and Rayn, Sally; SVOS TalkArt (video), Ruth-Anne Siegel, Abstract Painting AWARDS 1st Place Overall and 1st Place Painting, CityScapes, Light Space & Time Gallery, June 2013 SELECTED ART FAIRS 2016- 2019 Fine Art in the Park Los Altos Rotary Club, Los Altos, CA 2017 stARTup Art Fair Los Angeles, CA Item 2 Attachment D - PAC Applications - Redacted Item 2: Staff Report Pg. 183 Packet Pg. 189 of 474 Public Art Commission Application Submitted on 15 August 2026, 8:37PM Receipt number 41 Related form version 14 Personal Information Name Yingying (Fiona) Wang Cell Phone Number 6507962421 Home Phone Number Email Address fiona.wangyingying@gmail.com Are you a Palo Alto resident?Yes Address 444 San Antonio Road, APT 1A City Palo Alto Postal Code 94306 Do you have any relatives or members of your household who are employed by the City of Palo Alto, who are currently serving on the City Council, or who are Commissioners or Board Members? No Are you available and committed to complete the term applied for? Yes Fair Political Practices California state law requires board/commission members to file a disclosure of financial interests (Fair Political Practices Commission, Conflict of Interest, Form 700). Do you/your spouse have an investment in, or do you or your spouse serve as an officer or director of, a company doing business in Palo Alto which you believe is likely to: 1. Engage in business with the City; 2. Provide products or services for City projects; or 3. Be affected by decisions of this Board or Commission? No 1 of 3 Item 2 Attachment D - PAC Applications - Redacted Item 2: Staff Report Pg. 184 Packet Pg. 190 of 474 Excluding your principal residence, do you or your spouse own real property in Palo Alto? No How did you learn about the vacancy on the Public Art Commission? Email from the City Consent to Publish Personal Information on the City of Palo Alto Website Read the code, and check only ONE option below:I give permission for the City of Palo Alto to post to the City’s website the attached Board and Commission Application intact. I have read and understand my rights under Government Code Section 6254.21. I may revoke this permission at any time by providing written notice to the Palo Alto City Clerk. Personal and Job Experience Occupation I have been working in the art sector, both locally and internationally in the past five years. Founder and director of MetaU Art (www.metauart.com), a global art platform to discover and support emerging artists internationally. Founder and president of Art2 Foundation ( www.art2foundation.com), a 501c non profit organization to provide support to art project and individual artists in underrepresented countries. Prior working in the art sector, I also worked in financial industry and energy industry for about 20 years. More details on linkedin www.linkedin.com/in/fiona-yingying-wang-8915875 Please list your relevant education, training, experience, certificates of training, licenses, and professional registration. If describing work experience, please include company/employer name and occupation. Master degree of Public administration ( MPA ) Christie's Art Business Certificate Please describe your involvement in community activities, volunteer and civic organizations. volunteered at Friends of the Palo Alto Library as art section manager since 2020. Currently a board member of ICA, San Jose Application Questions 1. Why are you interested in serving on the Public Art Commission and what experience would you bring to the position? I am a Palo Alto resident and passionate to make our community to be a lovely place surrounded by art. With my experience in art sector, both at the bay area and internationally, I would like to contribute my expertise and efforts to the Public Art Commission on the art projects. 2. Please describe an issue that recently came before the Commission that is of particular interest to you and describe why you are interested in it. Archived video meetings are available from the Midpen Media Center. I noticed that there are quite some public art/mural projects discussed in the past few commission. I am particularly interested the mural projects for three reasons. First, public art\mural always set the vibe for the city, conveying the message to the residence and the visitors on what's unique about Palo Alto. It's our city's name card. Second, I have worked on several mural projects in the past, i.e. Mural projects in Uganda under Art2 Foundation. Public art/mural is the area that I am familiar with. Finally, public art 2 of 3 Item 2 Attachment D - PAC Applications - Redacted Item 2: Staff Report Pg. 185 Packet Pg. 191 of 474 \mural is not only about art itself, it is about collaboration. For the project, it's the collaboration between city, artists, residency. It's key to connect people on the project. 3. If you are appointed, what specific goals would you like to see the Public Art Commission achieve, and how would you help in the process? My goal/passion is to make Palo Alto the place for people to see public art in the bay area. Often people come to visit palo alto for business reasons, for stanford...I hope one day, people will come to Palo Alto just want to see the art here. And the resident in Palo Alto will proudly say that we have the best public art in the bay area! 4. Public Art Commission Members work with the document listed below. If you have experience with this document, please describe that experience. Experience with this document is not required for selection. Public Art Master Plan N/A If you'd like to provide any additional documents, please upload below. Please confirm that you have read the Boards and Commissions Handbook. View the Boards and Commissions Handbook. Yes Signature Name of signatory: Yingying Wang Link to signature Date Completed 08/15/2026 3 of 3 Item 2 Attachment D - PAC Applications - Redacted Item 2: Staff Report Pg. 186 Packet Pg. 192 of 474 Stormwater Management Oversight Committee Application Submitted on 11 May 2026, 11:09am Receipt number 10 Related form version 11 Personal Information Name Brian Hamachek Cell Phone Number 6505564141 Home Phone Number Email Address brianhama@gmail.com Are you a Palo Alto resident?Yes Address 152 Melville Avenue City Palo Alto Postal Code 94301 Do you have any relatives or members of your household who are employed by the City of Palo Alto, who are currently serving on the City Council, or who are Commissioners or Board Members? No Are you available and committed to complete the term applied for? Yes Fair Political Practices California state law requires board/commission members to file a disclosure of financial interests (Fair Political Practices Commission, Conflict of Interest, Form 700). Do you/your spouse have an investment in, or do you or your spouse serve as an officer or director of, a company doing business in Palo Alto which you believe is likely to: 1. Engage in business with the City; 2. Provide products or services for City projects; or 3. Be affected by decisions of this Board or Commission? No 1 of 4 Item 2 Attachment E - SWMOC Applications - Redacted Item 2: Staff Report Pg. 187 Packet Pg. 193 of 474 Excluding your principal residence, do you or your spouse own real property in Palo Alto? No How did you learn about the vacancy on the Storm Water Management Oversight Commission? Email from the City Consent to Publish Personal Information on the City of Palo Alto Website Read the code, and check only ONE option below:I give permission for the City of Palo Alto to post to the City’s website the attached Board and Commission Application intact. I have read and understand my rights under Government Code Section 6254.21. I may revoke this permission at any time by providing written notice to the Palo Alto City Clerk. Personal and Job Experience Occupation Software Engineer / Executive Please list your relevant education, training, experience, certificates of training, licenses, and professional registration. If describing work experience, please include company/employer name and occupation. Vently, CEO HP, Tech Lead Portworx, Software Architect Microsoft, Senior Software Engineer Please describe your involvement in community activities, volunteer and civic organizations, including dates and any offices held. Palo Alto Tennis Association, Executive Director Palo Alto Civic Apps Hackathon, Judge Please select all that apply to you I am a resident of Palo Alto Application Questions 2 of 4 Item 2 Attachment E - SWMOC Applications - Redacted Item 2: Staff Report Pg. 188 Packet Pg. 194 of 474 1. Why are you interested in serving on the Stormwater Management Oversight Committee and what experience would you bring to the position? 1000 I would like to become more involved in Palo Alto’s city commissions and give back to a city I have lived in for nearly my entire life. Stormwater management is the kind of essential local infrastructure that residents often do not think about until something goes wrong, but it affects public safety, environmental quality, neighborhood flooding, creek health, and the long-term resilience of the city. Professionally, I am an executive at a start-up, where my role requires evaluating complex systems, prioritizing limited resources, analyzing tradeoffs, listening to stakeholders, and making practical recommendations. I would bring that same structured, analytical approach to reviewing stormwater projects, programs, budgets, and maintenance priorities. As a longtime Palo Alto resident, I also bring a strong personal interest in preserving the city’s livability and environmental health. I would approach the role thoughtfully, with a focus on transparency, fiscal responsibility, and making sure stormwater investments are both technically sound and understandable to the public. 2. Please describe an issue that recently came before the Storm Drain Oversight Committee that is of particular interest to you and describe why you are interested in it. One issue of particular interest to me is the city’s ongoing investment in storm drain replacement, rehabilitation, pump station upgrades, and green stormwater infrastructure. These projects are important because Palo Alto has aging infrastructure, low-lying areas, and increasing pressure from heavier storm events and long-term climate risks. I am especially interested in how the city prioritizes these capital projects. Stormwater improvements can be expensive, and the benefits are not always immediately visible to residents. That makes it important for the Committee to help ensure that projects funded by the Stormwater Management Fee are selected based on clear need, risk reduction, environmental benefit, and long- term cost effectiveness. I am also interested in green stormwater infrastructure, such as bioretention and other systems that manage runoff closer to where it falls. 3. If you are appointed, what specific goals would you like to see the Storm Drain Oversight Committee achieve, and how would you help in the process? I would like to see the Committee help Palo Alto make stormwater planning more proactive, transparent, and resilient. My first goal would be to ensure that stormwater fee revenues are clearly tied to high-priority projects that reduce flood risk, replace aging infrastructure, and improve water quality. Residents should be able to understand what is being funded, why it matters, and how success is measured. Second, I would like the Committee to support more long-term planning around climate resilience, including heavier storms, sea level rise, and protection of low-lying neighborhoods. Third, I would like to see continued exploration of green stormwater infrastructure where it is practical and cost-effective. I would help by bringing a structured, analytical approach: asking clear questions, reviewing tradeoffs, listening to staff and residents, and helping translate technical issues into plain 3 of 4 Item 2 Attachment E - SWMOC Applications - Redacted Item 2: Staff Report Pg. 189 Packet Pg. 195 of 474 language. My goal would be to be practical, prepared, and constructive. 4. Storm Drain Oversight Committee Members work with the documents listed below. If you have experience with any of these documents, please describe that experience. Experience with these documents is not required for selection. 2017 Stormwater Management Fee Ballot Measure 2015 Storm Drain Master Plan Sustainability & Climate Action Plan (2022) Green Stormwater Infrastructure Plan (2019) City of Palo Alto Annual Budget I have not worked directly with these specific Palo Alto stormwater documents, but I am comfortable reviewing and working with the kinds of materials they represent: long-range infrastructure plans, public budgets, policy documents, sustainability plans, and project prioritization frameworks. In my professional work, I regularly review complex technical and financial information, identify the key tradeoffs, ask clarifying questions, and help turn detailed plans into practical decisions. That experience would translate well to reviewing the Storm Drain Master Plan, annual budget materials, and project lists funded by the Stormwater Management Fee. I also have a strong personal interest in Palo Alto’s sustainability and climate resilience work, so I would be prepared to study these documents carefully before meetings. I would approach them with humility, diligence, and a focus on understanding how the city can best use limited resources to reduce flooding, protect water quality, and maintain essential infrastructure. If you'd like to provide any additional documents, please upload below. Please confirm that you have read the Boards and Commissions Handbook. View the Boards and Commissions Handbook. Yes Signature Name of signatory: Brian Hamachek Link to signature Date Completed 05/11/2026 4 of 4 Item 2 Attachment E - SWMOC Applications - Redacted Item 2: Staff Report Pg. 190 Packet Pg. 196 of 474 Stormwater Management Oversight Committee Application Submitted on 1 August 2026, 3:35PM Receipt number 13 Related form version 13 Personal Information Name Catherine Perman Cell Phone Number 6507991377 Home Phone Number Email Address cathyperman@gmail.com Are you a Palo Alto resident?Yes Address 2398 South Court City Palo Alto Postal Code 94301 Do you have any relatives or members of your household who are employed by the City of Palo Alto, who are currently serving on the City Council, or who are Commissioners or Board Members? No Are you available and committed to complete the term applied for? Yes Fair Political Practices California state law requires board/commission members to file a disclosure of financial interests (Fair Political Practices Commission, Conflict of Interest, Form 700). Do you/your spouse have an investment in, or do you or your spouse serve as an officer or director of, a company doing business in Palo Alto which you believe is likely to: 1. Engage in business with the City; 2. Provide products or services for City projects; or 3. Be affected by decisions of this Board or Commission? No 1 of 4 Item 2 Attachment E - SWMOC Applications - Redacted Item 2: Staff Report Pg. 191 Packet Pg. 197 of 474 Excluding your principal residence, do you or your spouse own real property in Palo Alto? No How did you learn about the vacancy on the Storm Water Management Oversight Commission? Email from the City Other: I currently serve on the Stormwater Management Oversight Committee and would like to apply for a second term. Consent to Publish Personal Information on the City of Palo Alto Website Read the code, and check only ONE option below:I give permission for the City of Palo Alto to post to the City’s website the attached Board and Commission Application intact. I have read and understand my rights under Government Code Section 6254.21. I may revoke this permission at any time by providing written notice to the Palo Alto City Clerk. Personal and Job Experience Occupation Retired from careers in environmental engineering and software management. Please list your relevant education, training, experience, certificates of training, licenses, and professional registration. If describing work experience, please include company/employer name and occupation. Worked as environmental engineer. Pivoted to tech career in software engineering and management. Technical work: data analysis, financial compliance and systems security. Retired in 2019. Currently working on data science projects using open source tools. Ph.D. 1990, Stanford University, Stanford, CA. Civil and Environmental Engineering. Improving the Performance of Wastewater Treatment Plants: an Expert Systems Approach M.S. 1984, Utah State University, Logan, UT Civil and Environmental Engineering B.A. 1975, Brown University, Providence, RI. Geology/Computer Science Please describe your involvement in community activities, volunteer and civic organizations, including dates and any offices held. I’m currently chair of the SWMOC and completing my first term (ending Oct 2026). I participate and volunteer with Zohar Dance School (Cubberley Center). Worked as an election clerk in local and national elections. While my daughter was in Palo Alto schools (K-12) I volunteered in the classroom and with Palo Alto Community Child Care. Did some native plantings as volunteer with Save the Bay. I wish to increase my involvement in our community. Hence my application to continue serving on the Stormwater committee. Please select all that apply to you I am a resident of Palo Alto I own real property within Palo Alto Application Questions 1. Why are you interested in serving on the Stormwater Management Oversight Committee and what experience I find stormwater related issues compelling. As an almost hidden aspect of urban infrastructure, stormwater management is rarely 2 of 4 Item 2 Attachment E - SWMOC Applications - Redacted Item 2: Staff Report Pg. 192 Packet Pg. 198 of 474 would you bring to the position? 1000 in the news until disaster strikes and impacts are apparent. So staying ahead of potential disasters is critical. Stormwater management directly aligns with my experience in project management, water resources, water quality and groundwater management. Much of my more recent hands-on experience is with data driven financial auditing. Reviewing capital improvement and monitoring expenditures align with my financial interests. Work done by the committee has been an excellent fit and gives me an opportunity to contribute back to the Palo Alto community. 2. Please describe an issue that recently came before the Storm Drain Oversight Committee that is of particular interest to you and describe why you are interested in it. (BTW the way the committee name is: Stormwater Management Oversight Committee not Storm Drain Oversight Committee.) Over the last few years of serving on SWMOC I’ve learned so much about how capital projects and maintenance programs are managed and implemented. In particular, the process around Corporation Way Project planning and construction had some unique challenges. This project revealed much about the sometimes complex realities of updating public infrastructure near private or commercial property. I’ve really enjoyed working with city staff and other committee members. I’ve also, as committee chair been honored to participate in committee related workshops and presentations with members of the Palo Alto City Council. 3. If you are appointed, what specific goals would you like to see the Storm Drain Oversight Committee achieve, and how would you help in the process? I would continue to work with committee members and city staff to move forward on the 2017 Stormwater Management Fee ballot measure goals. The ballot measure provides specific goals. 4. Storm Drain Oversight Committee Members work with the documents listed below. If you have experience with any of these documents, please describe that experience. Experience with these documents is not required for selection. 2017 Stormwater Management Fee Ballot Measure 2015 Storm Drain Master Plan Sustainability & Climate Action Plan (2022) Green Stormwater Infrastructure Plan (2019) City of Palo Alto Annual Budget I have reviewed the 2017 Stormwater Management Fee Ballot Measure and Green Stormwater Infrastructure Plan (2019) as part of understanding the motivational framework behind the committee’s work. 2015 Storm Drain Master Plan provides valuable background information. If you'd like to provide any additional documents, please upload below. Please confirm that you have read the Boards and Commissions Handbook. View the Boards and Commissions Handbook. Yes Signature Name of signatory: Catherine Perman 3 of 4 Item 2 Attachment E - SWMOC Applications - Redacted Item 2: Staff Report Pg. 193 Packet Pg. 199 of 474 Link to signature Date Completed 08/01/2026 4 of 4 Item 2 Attachment E - SWMOC Applications - Redacted Item 2: Staff Report Pg. 194 Packet Pg. 200 of 474 Stormwater Management Oversight Committee Application Submitted on 12 May 2026, 12:29pm Receipt number 11 Related form version 11 Personal Information Name Doug Burns Cell Phone Number Home Phone Number Email Address Are you a Palo Alto resident?Yes Address City Palo Alto,CA Postal Code 94306 Do you have any relatives or members of your household who are employed by the City of Palo Alto, who are currently serving on the City Council, or who are Commissioners or Board Members? No Are you available and committed to complete the term applied for? Yes Fair Political Practices California state law requires board/commission members to file a disclosure of financial interests (Fair Political Practices Commission, Conflict of Interest, Form 700). Do you/your spouse have an investment in, or do you or your spouse serve as an officer or director of, a company doing business in Palo Alto which you believe is likely to: 1. Engage in business with the City; 2. Provide products or services for City projects; or 3. Be affected by decisions of this Board or Commission? No 1 of 3 Item 2 Attachment E - SWMOC Applications - Redacted Item 2: Staff Report Pg. 195 Packet Pg. 201 of 474 Excluding your principal residence, do you or your spouse own real property in Palo Alto? No How did you learn about the vacancy on the Storm Water Management Oversight Commission? Email from the City Consent to Publish Personal Information on the City of Palo Alto Website Read the code, and check only ONE option below:I request that the City of Palo Alto redact my home address, phone numbers, and email address from the attached Board and Commission Application prior to posting to the City’s website. Personal and Job Experience Occupation Retired Accountant Please list your relevant education, training, experience, certificates of training, licenses, and professional registration. If describing work experience, please include company/employer name and occupation. BA UCSB in Accounting 40 years at Varian in accounting roles Please describe your involvement in community activities, volunteer and civic organizations, including dates and any offices held. Barron Park Association Palo Alto run club Please select all that apply to you I am a resident of Palo Alto I own real property within Palo Alto Application Questions 1. Why are you interested in serving on the Stormwater Management Oversight Committee and what experience would you bring to the position? 1000 Have a background in accounting and would like to be involved with my community. I was born in Palo Alto and have lived and work here most of my life. 2. Please describe an issue that recently came before the Storm Drain Oversight Committee that is of particular interest to you and describe why you are interested in it. None that I can think of 3. If you are appointed, what specific goals would you like to see the Storm Drain Oversight Committee achieve, and how would you help in the process? Use money for the purpose intended. 4. Storm Drain Oversight Committee Members work with the documents listed below. If you have experience with any of these documents, please describe that experience. Experience with these documents is not required for selection. 2017 Stormwater Management Fee Ballot Measure None 2 of 3 Item 2 Attachment E - SWMOC Applications - Redacted Item 2: Staff Report Pg. 196 Packet Pg. 202 of 474 2015 Storm Drain Master Plan Sustainability & Climate Action Plan (2022) Green Stormwater Infrastructure Plan (2019) City of Palo Alto Annual Budget If you'd like to provide any additional documents, please upload below. Please confirm that you have read the Boards and Commissions Handbook. View the Boards and Commissions Handbook. Yes Signature Name of signatory: Douglas Burns Link to signature Date Completed 05/12/2026 3 of 3 Item 2 Attachment E - SWMOC Applications - Redacted Item 2: Staff Report Pg. 197 Packet Pg. 203 of 474 Stormwater Management Oversight Committee Application Submitted on 6 August 2026, 10:25AM Receipt number 15 Related form version 13 Personal Information Name Gregory Bennett Cell Phone Number Home Phone Number Email Address Are you a Palo Alto resident?Yes Address City Palo Alto Postal Code 94301 Do you have any relatives or members of your household who are employed by the City of Palo Alto, who are currently serving on the City Council, or who are Commissioners or Board Members? Yes Are you available and committed to complete the term applied for? Yes Fair Political Practices California state law requires board/commission members to file a disclosure of financial interests (Fair Political Practices Commission, Conflict of Interest, Form 700). Do you/your spouse have an investment in, or do you or your spouse serve as an officer or director of, a company doing business in Palo Alto which you believe is likely to: 1. Engage in business with the City; 2. Provide products or services for City projects; or 3. Be affected by decisions of this Board or Commission? No 1 of 3 Item 2 Attachment E - SWMOC Applications - Redacted Item 2: Staff Report Pg. 198 Packet Pg. 204 of 474 Excluding your principal residence, do you or your spouse own real property in Palo Alto? No How did you learn about the vacancy on the Storm Water Management Oversight Commission? Other: Current member of the Storm Water Management Oversight Committee Consent to Publish Personal Information on the City of Palo Alto Website Read the code, and check only ONE option below:I request that the City of Palo Alto redact my home address, phone numbers, and email address from the attached Board and Commission Application prior to posting to the City’s website. Personal and Job Experience Occupation Investor Please list your relevant education, training, experience, certificates of training, licenses, and professional registration. If describing work experience, please include company/employer name and occupation. B.A., International Political Economy, University of Illinois Urbana- Champaign; CIEE Language & Culture Program, University of Jordan. Founder/Director, ShadeTree Fund (2025–present) — assess early-stage climate research and publish The Docket, a weekly ISSN-registered climate publication on infrastructure and insurance under climate stress. Principal, Kapor Capital (2019–2023); Investment Analyst, VilCap Investments (2014–2017); independent advisor/investor (2023– 2025) — investment diligence, budget and financial analysis, and portfolio oversight: judging whether proposed budgets and programs are sound and consistent with stated mandates, the same review this Committee applies to Fee expenditures. Project Consultant, FINCA International (2013–2014) — built client assessment survey instruments used across 23 countries. Prior Committee service: Storm Water Management Oversight Committee 2024-2026 Certificates/licenses/registrations: none. Please describe your involvement in community activities, volunteer and civic organizations, including dates and any offices held. Storm Water Management Oversight Committee Palo Alto Community Garden Please select all that apply to you I am a resident of Palo Alto Application Questions 1. Why are you interested in serving on the Stormwater Management Oversight Committee and what experience would you bring to the position? 1000 I think that the Stormwater Management system is critical infrastructure in a time of climate instability and sea level rise, and I want to do my part to help my neighbors. 2 of 3 Item 2 Attachment E - SWMOC Applications - Redacted Item 2: Staff Report Pg. 199 Packet Pg. 205 of 474 2. Please describe an issue that recently came before the Storm Drain Oversight Committee that is of particular interest to you and describe why you are interested in it. The budget from the original 2017 ballot initiative ends in 2027, and there will most likely be a new ballot initiative soon. I think being a part of funding the next version of our stormwater infrastructure is very interesting. 3. If you are appointed, what specific goals would you like to see the Storm Drain Oversight Committee achieve, and how would you help in the process? I would like to see the original budget and improvements through their completion, and hopefully work with local officials and the engineering team to get the funding correct for the next set of improvements. 4. Storm Drain Oversight Committee Members work with the documents listed below. If you have experience with any of these documents, please describe that experience. Experience with these documents is not required for selection. 2017 Stormwater Management Fee Ballot Measure 2015 Storm Drain Master Plan Sustainability & Climate Action Plan (2022) Green Stormwater Infrastructure Plan (2019) City of Palo Alto Annual Budget Yes I have examined all of these as part of my time on the committee. If you'd like to provide any additional documents, please upload below. Please confirm that you have read the Boards and Commissions Handbook. View the Boards and Commissions Handbook. Yes Signature Name of signatory: Gregory Bennett Link to signature Date Completed 08/06/2026 3 of 3 Item 2 Attachment E - SWMOC Applications - Redacted Item 2: Staff Report Pg. 200 Packet Pg. 206 of 474 Stormwater Management Oversight Committee Application Submitted on 18 August 2026, 1:45AM Receipt number 18 Related form version 13 Personal Information Name Lee Taubeneck Cell Phone Number Home Phone Number Email Address Are you a Palo Alto resident?Yes Address City PALO ALTO Postal Code 94306 Do you have any relatives or members of your household who are employed by the City of Palo Alto, who are currently serving on the City Council, or who are Commissioners or Board Members? No Are you available and committed to complete the term applied for? Yes Fair Political Practices California state law requires board/commission members to file a disclosure of financial interests (Fair Political Practices Commission, Conflict of Interest, Form 700). Do you/your spouse have an investment in, or do you or your spouse serve as an officer or director of, a company doing business in Palo Alto which you believe is likely to: 1. Engage in business with the City; 2. Provide products or services for City projects; or 3. Be affected by decisions of this Board or Commission? No 1 of 3 Item 2 Attachment E - SWMOC Applications - Redacted Item 2: Staff Report Pg. 201 Packet Pg. 207 of 474 Excluding your principal residence, do you or your spouse own real property in Palo Alto? No How did you learn about the vacancy on the Storm Water Management Oversight Commission? City Website Consent to Publish Personal Information on the City of Palo Alto Website Read the code, and check only ONE option below:I request that the City of Palo Alto redact my home address, phone numbers, and email address from the attached Board and Commission Application prior to posting to the City’s website. Personal and Job Experience Occupation retired Professional Civil Engineer (CA 49043) Please list your relevant education, training, experience, certificates of training, licenses, and professional registration. If describing work experience, please include company/employer name and occupation. WWTP Operator, Class 3 - SWRCB (expired) Water Treatment Operator, Class 1 - Department of Health Services (expired) PE of record on several Water Pollution Control Plans Stormwater Manager of record for the CA Department of Transportation, 1991-1994 Stormwater Project Engineer, Caltrans HQ Division of Environmental Analysis, 1995-1996 Sr Transportation Engineer, Caltrans HQ Mntc 1998-2000 Design Branch Chief, Caltrans North Region, 2001-2004 Please describe your involvement in community activities, volunteer and civic organizations, including dates and any offices held. Rinconada Community Garden Member: 2012-2014 & 2023- present Merit Badge Counselor, BSA Skyline Council, 2018-2023 Grace Lutheran Church (Palo Alto) Council Member: 2022-2025 Ground Squirrel Patrol Committee Member, Rinconada Garden, 2025-present Please select all that apply to you I am a resident of Palo Alto I own real property within Palo Alto Application Questions 1. Why are you interested in serving on the Stormwater Management Oversight Committee and what experience would you bring to the position? 1000 Through my training and practice as a registered professional engineer in the State of California, I have considerable expertise in stormwater design and construction. 2. Please describe an issue that recently came before the Storm Drain Oversight Committee that is of particular interest to you and describe why you are interested in it. 2026 Stormwater Management Proposed Rate (April, 2025 Agenda Item). The rates make a qualitative and quantitative assessment of compliance w/ the 2017 ballot measure. 2 of 3 Item 2 Attachment E - SWMOC Applications - Redacted Item 2: Staff Report Pg. 202 Packet Pg. 208 of 474 3. If you are appointed, what specific goals would you like to see the Storm Drain Oversight Committee achieve, and how would you help in the process? Update to the 2015 Storm Drain Master Plan Audit of the 2019 GSI Plan 4. Storm Drain Oversight Committee Members work with the documents listed below. If you have experience with any of these documents, please describe that experience. Experience with these documents is not required for selection. 2017 Stormwater Management Fee Ballot Measure 2015 Storm Drain Master Plan Sustainability & Climate Action Plan (2022) Green Stormwater Infrastructure Plan (2019) City of Palo Alto Annual Budget I have reviewed successive CIPs regarding stormwater projects as reflected in CPA's Annual Budgets for 2024, 2025, and 2026. If you'd like to provide any additional documents, please upload below. Please confirm that you have read the Boards and Commissions Handbook. View the Boards and Commissions Handbook. Yes Signature Name of signatory: Lee Taubeneck Link to signature Date Completed 08/18/2026 3 of 3 Item 2 Attachment E - SWMOC Applications - Redacted Item 2: Staff Report Pg. 203 Packet Pg. 209 of 474 Stormwater Management Oversight Committee Application Submitted on 17 August 2026, 4:17PM Receipt number 17 Related form version 13 Personal Information Name Musaab Farooqui Cell Phone Number Home Phone Number Email Address Are you a Palo Alto resident?Yes Address City Palo Alto Postal Code 94306 Do you have any relatives or members of your household who are employed by the City of Palo Alto, who are currently serving on the City Council, or who are Commissioners or Board Members? No Are you available and committed to complete the term applied for? Yes Fair Political Practices California state law requires board/commission members to file a disclosure of financial interests (Fair Political Practices Commission, Conflict of Interest, Form 700). Do you/your spouse have an investment in, or do you or your spouse serve as an officer or director of, a company doing business in Palo Alto which you believe is likely to: 1. Engage in business with the City; 2. Provide products or services for City projects; or 3. Be affected by decisions of this Board or Commission? No 1 of 3 Item 2 Attachment E - SWMOC Applications - Redacted Item 2: Staff Report Pg. 204 Packet Pg. 210 of 474 Excluding your principal residence, do you or your spouse own real property in Palo Alto? No How did you learn about the vacancy on the Storm Water Management Oversight Commission? City Website Consent to Publish Personal Information on the City of Palo Alto Website Read the code, and check only ONE option below:I request that the City of Palo Alto redact my home address, phone numbers, and email address from the attached Board and Commission Application prior to posting to the City’s website. Personal and Job Experience Occupation Data Scientist, Inutitive Machines Please list your relevant education, training, experience, certificates of training, licenses, and professional registration. If describing work experience, please include company/employer name and occupation. I hold a B.A. in Data Science from the University of California, Berkeley, with coursework in economics, statistics, data analysis, and organizational leadership. I currently work as a Data Scientist at Lanteris Space Systems in Palo Alto, where I use data analysis and visualization to support operational planning and decision- making. My previous professional experience includes roles at Ouster, Zebra Technologies, Applied Materials, Verizon Connect, and the Stanford Social Media Lab, where I developed experience in research, data-driven decision-making, project coordination, and working with cross-functional teams. Please describe your involvement in community activities, volunteer and civic organizations, including dates and any offices held. I have been involved in community and civic engagement through educational, research, and local government activities. From 2021–2023, I conducted research with the Stanford Social Media Lab focused on understanding social and civic issues through large-scale data analysis. More recently, I have become actively involved in Palo Alto civic affairs, including applying to serve on City boards and commissions and following local policy and community issues. I am particularly interested in contributing my professional background in data analysis and my perspective as a Palo Alto resident to projects that improve public spaces, recreation opportunities, and quality of life for the community. Please select all that apply to you I am a resident of Palo Alto I am an employee of a business located in Palo Alto Application Questions 1. Why are you interested in serving on the Stormwater Management Oversight Committee and what experience would you bring to the position? 1000 I am interested in serving on the Stormwater Management Oversight Committee because I value transparency, accountability, and responsible use of public funds. As a Data Scientist, I regularly analyze costs, budgets, variances, and operational data to determine whether resources are being used effectively. I would bring that same analytical and detail-oriented approach to reviewing the Stormwater Management Fund and 2 of 3 Item 2 Attachment E - SWMOC Applications - Redacted Item 2: Staff Report Pg. 205 Packet Pg. 211 of 474 ensuring expenditures align with the City’s commitments to residents. 2. Please describe an issue that recently came before the Storm Drain Oversight Committee that is of particular interest to you and describe why you are interested in it. I was particularly interested in the Committee’s discussion of the FY 2027 budget and whether available funding will be sufficient to complete the remaining stormwater capital projects. The Committee discussed how many project estimates date back to the 2015 Storm Drain Master Plan and may no longer reflect current construction costs. I find this especially interesting because my work as a Data Scientist involves analyzing costs and variances, and I would enjoy applying that same analytical approach to help ensure public funds are used responsibly and projects are planned realistically. 3. If you are appointed, what specific goals would you like to see the Storm Drain Oversight Committee achieve, and how would you help in the process? If appointed, I would like to help ensure that stormwater funds are spent transparently, efficiently, and in accordance with the ballot measure. I would also like the Committee to closely track project costs as older estimates are updated and major projects move forward. I would contribute by using my data analysis experience to review budgets, actual expenditures, and cost variances and help identify areas that may require additional attention. 4. Storm Drain Oversight Committee Members work with the documents listed below. If you have experience with any of these documents, please describe that experience. Experience with these documents is not required for selection. 2017 Stormwater Management Fee Ballot Measure 2015 Storm Drain Master Plan Sustainability & Climate Action Plan (2022) Green Stormwater Infrastructure Plan (2019) City of Palo Alto Annual Budget I have some familiarity with these documents through following Palo Alto’s stormwater projects and reviewing the Committee’s recent budget discussions. I am particularly interested in the 2017 Stormwater Management Fee Ballot Measure, the 2015 Storm Drain Master Plan, and the City’s annual budget because they guide how projects are prioritized and funded. While I have not worked with these documents professionally, my background in data and cost analysis would help me review them carefully and understand their financial and operational implications. If you'd like to provide any additional documents, please upload below. musaab_farooqui_resume.pdf Please confirm that you have read the Boards and Commissions Handbook. View the Boards and Commissions Handbook. Yes Signature Name of signatory: Musaab Farooqui Link to signature Date Completed 08/17/2026 3 of 3 Item 2 Attachment E - SWMOC Applications - Redacted Item 2: Staff Report Pg. 206 Packet Pg. 212 of 474 Musaab Farooqui •linkedin.com/in/musaabf •Palo Alto, CA Education University of California, Berkeley May 2025 B.A. in Data Science (Emphasis in Economics at the Haas School of Business) Relevant Coursework: The Structure and Interpretation of Computer Programs, Data Structures, Object Oriented Programming in C++, Object Oriented Programming in Python, Foundations of Data Science, Leading People, The Ethical Environment of Business, Risk Analysis for Engineers, Econometrics Technical Skills Product Roadmapping, Go-to-Market Strategy, Product Requirements Documents (PRDs), Competitive Analysis, Customer Discovery, Market Research, Sales Enablement, Positioning & Messaging, Python, SQL, C++, Java, Excel, PowerBi, Tableau, AWS, Data Analysis, Data Modeling, Data Visualization, Statistics, A/B Testing, Lidar/Radar Technology Experience Data Scientist, Intuitive Machines August 2025 Present Built executive analytics dashboards tracking Earned Value, Actual Cost, CPI, and labor utilization, improving visibility across spacecraft bus, top, and sub assembly production lines. Partnered with manufacturing, engineering, ﬁnance, and operations teams to translate business requirements into analytics solutions supporting production decision-making. Designed automated labor and cost variance models resulting in a 15% reduction in labor hours across manufacturing workﬂows. Created data pipelines integrating manufacturing, labor, and ﬁnancial systems, reducing manual reporting effort by 30% and accelerating production reviews. Identiﬁed production bottlenecks and schedule risks through throughput analysis, increasing line efﬁciency and reducing cycle time by 12%. Product Marketing Edge Strategy Intern, Nutanix May 2025 - Aug 2025 Developed a comprehensive go to market strategy for Nutanix’s edge computing portfolio, synthesizing input from product, technical marketing, and senior leadership to deﬁne positioning, target segments, and key differentiators. Conducted competitive analysis of the edge computing landscape, mapping 20+ competing solutions across 4 market segments and identifying whitespace opportunities that expanded addressable market targeting by 25%. Created strategic positioning documents and messaging frameworks targeting IT decision makers and cloud architects, improving messaging clarity and stakeholder alignment by 40% per team feedback. Engaged cross functionally with product, engineering, and partner teams to evaluate edge technology components and validate strategic assumptions. Presented ﬁnal GTM strategy deliverable to senior leadership, incorporating stakeholder feedback and translating technical product nuances into compelling business narratives. Data Scientist Intern, Zendar Sept 2024 Jan 2025 Analyzed sensor test data and built performance dashboards, improving data quality monitoring coverage by 35% and accelerating issue detection for AI perception model development. Collected and processed LiDAR, radar, and camera datasets for model training and validation, increasing dataset coverage by 40% to improve perception model accuracy. Reduced sensor platform downtime by 22% through proactive troubleshooting and maintenance of the Linux based system and web UI during testing cycles. Collaborated cross functionally with engineering and operations to reﬁne data collection strategies and resolve discrepancies impacting model quality. Product Management Intern (Robotics), Zebra Technologies Inc.June 2024 - Sept 2024 Designed and maintained product roadmaps for autonomous mobile robotics, conducting feasibility research, assessing business impact, and prioritizing features across 3 development cycles. Developed and reﬁned go to market strategies that drove a 20% improvement in customer satisfaction scores by directly incorporating structured customer feedback into roadmap updates. Conducted customer feedback interviews to surface product gaps, analyzed ﬁndings, and presented actionable insights to engineering teams, reducing feature delivery backlog by 18% through improved prioritization. Collaborated with sales and engineering stakeholders to align product direction with customer needs and market trends. Product Management Intern, Ouster Inc.Jan 2024 June 2024 Collaborated with engineering and operations teams to develop Product Requirements Documents (PRDs), prioritize features, and manage change requests for software and hardware sensor products. Performed competitive analysis to redeﬁne product goals, identifying a 30% pricing gap versus key competitors and directly informing Ouster ’s repositioning strategy. Revised product documentation and technical manuals, reducing customer support escalations by 22% by enabling customers to more independently understand and adopt key sensor functionalities. Tested new sensor features and gathered performance data, providing structured feedback to engineering for product iteration. Served as a cross-functional liaison bridging sales, engineering, and operations to drive technical issues to resolution. Leadership Python Instructor, Berkeley Tech. Collaborative (BTC)Aug 2022 - May 2025 Item 2 Attachment E - SWMOC Applications - Redacted Item 2: Staff Report Pg. 207 Packet Pg. 213 of 474 Stormwater Management Oversight Committee Application Submitted on 20 May 2026, 8:22am Receipt number 12 Related form version 11 Personal Information Name Susan Rosenberg Cell Phone Number Home Phone Number Email Address Are you a Palo Alto resident?Yes Address City Palo Alto Postal Code 94306 Do you have any relatives or members of your household who are employed by the City of Palo Alto, who are currently serving on the City Council, or who are Commissioners or Board Members? No Are you available and committed to complete the term applied for? Yes Fair Political Practices California state law requires board/commission members to file a disclosure of financial interests (Fair Political Practices Commission, Conflict of Interest, Form 700). Do you/your spouse have an investment in, or do you or your spouse serve as an officer or director of, a company doing business in Palo Alto which you believe is likely to: 1. Engage in business with the City; 2. Provide products or services for City projects; or 3. Be affected by decisions of this Board or Commission? No 1 of 3 Item 2 Attachment E - SWMOC Applications - Redacted Item 2: Staff Report Pg. 208 Packet Pg. 214 of 474 Excluding your principal residence, do you or your spouse own real property in Palo Alto? No How did you learn about the vacancy on the Storm Water Management Oversight Commission? Other: Council member let me know Consent to Publish Personal Information on the City of Palo Alto Website Read the code, and check only ONE option below:I request that the City of Palo Alto redact my home address, phone numbers, and email address from the attached Board and Commission Application prior to posting to the City’s website. Personal and Job Experience Occupation Retired Please list your relevant education, training, experience, certificates of training, licenses, and professional registration. If describing work experience, please include company/employer name and occupation. Certificate, Conway School of Landscape Design Please describe your involvement in community activities, volunteer and civic organizations, including dates and any offices held. Original Storm Drain Blue Ribbon Committee member. Co-Founder, Canopy Co-Chair, Trees for El Camino Please select all that apply to you I am a resident of Palo Alto Application Questions 1. Why are you interested in serving on the Stormwater Management Oversight Committee and what experience would you bring to the position? 1000 I served on the original committee and worked closely with Joe Teresi to pass the bond measures. 2. Please describe an issue that recently came before the Storm Drain Oversight Committee that is of particular interest to you and describe why you are interested in it. My history with Palo Alto's storm drains and the current need for committee members drives this application. 3. If you are appointed, what specific goals would you like to see the Storm Drain Oversight Committee achieve, and how would you help in the process? I believe the work I did with the previous storm drain committees laid a solid path for the future of Palo Alto's system. Membership in the current committee would allow me to confirm and continue that process. 4. Storm Drain Oversight Committee Members work with the documents listed below. If you have experience with any of these documents, please describe that experience. Experience with these documents is not required for selection. 2017 Stormwater Management Fee Ballot Measure 2015 Storm Drain Master Plan I was very involved in the development of the 2015 master plan and the passage of the 2017 ballot measure. 2 of 3 Item 2 Attachment E - SWMOC Applications - Redacted Item 2: Staff Report Pg. 209 Packet Pg. 215 of 474 Sustainability & Climate Action Plan (2022) Green Stormwater Infrastructure Plan (2019) City of Palo Alto Annual Budget If you'd like to provide any additional documents, please upload below. Please confirm that you have read the Boards and Commissions Handbook. View the Boards and Commissions Handbook. Yes Signature Name of signatory: Susan Rosenberg Link to signature Date Completed 05/20/2026 3 of 3 Item 2 Attachment E - SWMOC Applications - Redacted Item 2: Staff Report Pg. 210 Packet Pg. 216 of 474 City Council Staff Report Report Type: SPECIAL ORDERS OF THE DAY Lead Department: City Clerk Meeting Date: September 14, 2026 Report #:2606-6478 TITLE Appointment of Candidates to the Historic Resources Board (HRB); CEQA Status – Not a Project RECOMMENDATION Staff recommends the City Council make up to three appointments to fill the full-term vacancies on the HRB, and authorize staff to continue recruitment if any positions are not filled through this action. BACKGROUND Recruitment for the Historic Resources Board opened on January 13, 2026 and was extended until a sufficient number of applications were received. Details on the vacancies and membership requirements are summarized in the analysis section. Applications may be accessed online1. The City Council scheduled interviews to occur on September 9, 2026. These interviews may be viewed on the City’s YouTube Channel2. ANALYSIS A summary of the vacancies and eligibility requirements are included below. In addition to the requirements below, no commissioners can be Councilmembers, officers, or employees of the City. Historic Resources Board (HRB) Vacancies and Term Dates Seat Numbers Number of Applicants 3 Full Terms 4/1/26 – 3/31/29 1, 2, 3 3 1 August 24, 2026, City Council Staff Report #2605-6350 2 City of Palo Alto YouTube Channel https://www.youtube.com/c/cityofpaloalto Item 3 Item 3 Staff Report Item 3: Staff Report Pg. 1 Packet Pg. 217 of 474 HRB Eligibility Requirements5: Palo Alto residency is not required All members shall have a demonstrated interest in and knowledge of history, architecture or historic preservation. Two members shall be professionals in the disciplines of architecture, architectural history, planning, landscape architecture, or related disciplines, or pre-historic and historic archeology, folklore, cultural anthropology, curation, or conservation. o This requirement is currently fulfilled by three members of the commission, two of which do not have expiring terms. Therefore, this requirement will remain fulfilled regardless of applicant selection in this recruitment. At least one member shall possess academic education or practical experience in history or a related field such as American studies, American civilization, or cultural geography. o This requirement is currently fulfilled by three members of the commission, and all three have expired terms in this recruitment. At least one new appointment must meet this requirement. FISCAL/RESOURCE IMPACT STAKEHOLDER ENGAGEMENT ENVIRONMENTAL REVIEW ATTACHMENTS APPROVED BY: 5 Palo Alto Municipal Code Section 2.27.010 https://codelibrary.amlegal.com/codes/paloalto/latest/paloalto_ca/0- 0-0-61523 Item 3 Item 3 Staff Report Item 3: Staff Report Pg. 2 Packet Pg. 218 of 474 7 4 2 5 City Council Staff Report From: City Manager Report Type: CONSENT CALENDAR Lead Department: Utilities Meeting Date: September 14, 2026 Report #:2603-6104 TITLE Approval of Contract Number C27197641 with A3 Pipeline in the Amount Not-to-Exceed $2,466,255 for the Sewer Lateral Replacement Project (WC-99013) at various locations across the City; Authorization for the City Manager or Designee to Negotiate and Execute Related Change Orders Not-to-Exceed $246,626 for a Total Not-to-Exceed Amount of $2,712,881 for a Three-Year Term. CEQA Status: Exempt under CEQA Guidelines 15302 (Replacement or Reconstruction of Existing Facilities). RECOMMENDATION Staff recommends that the City Council: 1. Approve and authorize the City Manager or their designee to execute contract C27197641 with A3 Pipeline1 in an amount Not-to-Exceed $2,466,255 for the Sewer Lateral Replacement Project (WC-99013) at various locations across the City for a Three- Year Term; and 2. Authorize the City Manager or their designee to negotiate and execute one or more change orders to the contract with A3 Pipeline for related additional but unforeseen work, in an amount not-to-exceed $246,626 or 10% of the contract amount. The total authorized not-to-exceed amount is $2,712,881. EXECUTIVE SUMMARY The Sewer Lateral Replacement Project (WC-99013) is part of the City Council-approved Capital Improvement Program (CIP) intended to improve the reliability of the City's wastewater collection system, address known defects, reduce the risk of sanitary sewer overflows, and reduce recurring maintenance activities. 1 Contract C27197641 with A3 Pipeline https://www.paloalto.gov/files/assets/public/v/1/agendas-minutes- reports/agendas-minutes/city-council-agendas-minutes/2026/august/c27197641-sewer-lateral-final.pdf Item 4 Item 4 Staff Report Item 4: Staff Report Pg. 1 Packet Pg. 219 of 474 7 4 2 5 The project focuses on replacing deteriorated public sewer laterals, which are the portions of the sewer laterals that extend from the public sewer main to the property line, and are referred to herein as the public sewer lateral. BACKGROUND Item 4 Item 4 Staff Report Item 4: Staff Report Pg. 2 Packet Pg. 220 of 474 7 4 2 5 replacement in the first year of the program, with the remaining laterals planned for replacement in subsequent years. ANALYSIS Table 1: Summary of Invitation for Bids Project Bid Name/Number Sewer Lateral Replacement Project (IFB-197641) Proposed Length of Project 3-years Number of Bid Packages downloaded by Contractors 45 Total Days to Respond to Bid 44 Pre-Bid Meeting Yes (non-mandatory) Number of Company Attendees at Pre-Bid Meeting 7 Item 4 Item 4 Staff Report Item 4: Staff Report Pg. 3 Packet Pg. 221 of 474 7 4 2 5 Number of Bids Received:5 Public Link to Solicitation https://procurement.opengov.co m/portal/palo-alto- ca/projects/258907 Base Bid Engineers Estimate $2,870,000 Base Bid Price for 3 years (Basis for Bid Award) From a low of $2,466,255 to a high of $3,809,125 Base plus Supplementary Bid for 3 years (Basis for Bid Evaluation) From a low of $3,110,815 to a high of $5,070,625 Bids were received from five bidders, as listed in the attached Bid Summary (Attachment B) and were reviewed for responsiveness and responsibility in accordance with City procurement requirements. Staff determined that all bids were responsive and responsible. Staff recommends awarding the contract to A3 Pipeline as the lowest responsive and responsible bidder in the amount of $2,466,255. A contingency of $246,626 (10%) is included to allow for timely resolution of unforeseen conditions, such as subsurface conflicts and/or site constraints, to keep the project on schedule. Staff confirmed that A3 Pipeline holds an active license with the Contractor’s State License Board and is registered and in good standing with the Department of Industrial Relations (DIR). Staff also contacted the listed references for A3 Pipeline and found that they performed satisfactorily on past construction projects for other clients. FISCAL/RESOURCE IMPACT Funding for the first year of the contract is available in the FY 2027 Wastewater Collection Fund capital budget under CIP Sewer Lateral Replacement Project (WC-99013). Funding for subsequent years is subject to annual budget approvals by City Council and satisfactory performance by the Contractor. STAKEHOLDER ENGAGEMENT The project has been coordinated with internal City departments, including Public Works, Utilities Operations and Transportation, to align construction activities and minimize impacts to the public. Work locations have been reviewed to identify potential constraints such as school routes, arterial streets, and business areas. Property owners and residents within the project area will be notified in advance of construction activities. Notifications will be distributed prior to start of work and the Contractor will be responsible for providing project notices and coordinating access as needed. Additional communication may include updates through the City’s website and other communication channels. Construction activities will be scheduled to minimize disruptions to residents, businesses and traffic. The Contractor will be required to comply with all applicable traffic control Item 4 Item 4 Staff Report Item 4: Staff Report Pg. 4 Packet Pg. 222 of 474 7 4 2 5 requirements, work hour restrictions and coordination with City staff throughout the duration of the project. ENVIRONMENTAL REVIEW ATTACHMENTS APPROVED BY: Item 4 Item 4 Staff Report Item 4: Staff Report Pg. 5 Packet Pg. 223 of 474 Attachment A Meeting Date: September 14, 2026 Staﬀ Report #2603-6104 Contract C27197641 with A3 Pipeline In order to reduce paper consumption, Contract C27197641 with A3 Pipeline is available online at: https://www.paloalto.gov/ﬁles/assets/public/v/1/agendas-minutes-reports/agendas- minutes/city-council-agendas-minutes/2026/august/c27197641-sewer-lateral-ﬁnal.pdf Item 4 Attachment A - C27197641 with A3 Pipeline Item 4: Staff Report Pg. 6 Packet Pg. 224 of 474 Total Base + Supplementary Bids Year 1-3 (Basis of Evaluation) Base Bid Year 1 Base Bid Year 2 Base Bid Year 3 Total Base Bid Year 1-3 (Basis for Award) Supplementary Bid Year 1 Supplementary Bid Year 2 Supplementary Bid Year 3 Total Supplementary Bid Year 1-3 $2,466,255.00 #2 Casey Construction, Inc.$3,576,375.00 $884,150.00 $908,557.00 $933,653.00 $2,726,360.00 $3,598,000.00 $3,590,675.00 $3,809,125.00 $2,402,063.13 Item 4 Attachment B - Sewer Lateral Replacement Project Bid Summary Item 4: Staff Report Pg. 7 Packet Pg. 225 of 474 City Council Staff Report From: City Manager Report Type: CONSENT CALENDAR Lead Department: Utilities Meeting Date: September 14, 2026 Report #:2608-6609 TITLE Adopt a Resolution approving the City of Palo Alto Utilities Electric Utility Physical Security Plan Update: CEQA Status – Not a Project RECOMMENDATION Staff recommend that the City Council: 1. Adopt Resolution (Attachment A) approving the five-year review and update to the City of Palo Alto Utilities Electric Physical Security Plan (Plan). 2. Authorize the Utilities Director to submit notice of the Council's approval of resolution to the California Public Utilities Commission (CPUC) in accordance with Ordering Paragraph 24 of CPUC Decision 19-01-018. 3. Authorize the Utilities Director, or designee, to make future administrative, technical, editorial, or non-substantive revisions to the Plan as necessary, provided such revisions do not materially alter the intent of the Plan or require further City Council action. EXECUTIVE SUMMARY The City of Palo Alto Utilities (CPAU) completed the required five-year review and update of its Electric Physical Security Plan in accordance with CPUC Decision 19-01-018 (Phase I Decision on Order Instituting Rulemaking Regarding the Physical Security of Electrical Corporations). The update confirms that the Plan continues to meet the objectives of the Decision and reflects current utility infrastructure, operations, risk assessments, and mitigation measures. The update includes revisions to facility information, risk assessments, mitigation measures, references, and administrative content to improve clarity, accuracy, and consistency. The City’s Office of Emergency Services completed the independent review, and the Palo Alto Fire Department completed the validation. Recognizing the need for confidentiality of its contents, the City Manager has reviewed the plan and confirmed that no substantive policy issues are raised by its findings and implementation. Staff recommend that the City Council adopt a Item 5 Item 5 Staff Report Item 5: Staff Report Pg. 1 Packet Pg. 226 of 474 resolution approving the five-year review and update and authorizing the Utilities Director to provide notice of the approval action to the CPUC.1 BACKGROUND On April 16, 2013, the physical attack on Pacific Gas and Electric Company's Metcalf Transmission Substation prompted federal and state efforts to strengthen electric utility physical security. Following Senate Bill 699 (2014), the CPUC initiated a proceeding to develop risk-based physical security standards for electric utilities. In January 2019, the CPUC adopted Decision 19-01-018, which established an industry framework for investor-owned and publicly owned electric utilities to identify “Covered Distribution Facilities”, evaluate physical security risks, develop mitigation plans where appropriate, obtain independent review, validate the assessment, and periodically review and update their Utility Security Plans2. On September 13, 2021, the City Council adopted Resolution No. 99853 approving CPAU's initial Plan. That plan documented CPAU's evaluation of its electric distribution facilities, identified Covered Distribution Facilities, assessed physical security risks, developed mitigation strategies where appropriate, completed an independent third-party review and qualified authority validation, and authorized staff to provide notice of plan adoption to the CPUC. The resolution also directed CPAU to continue maintaining the Plan and to perform a review every five years. DISCUSSION The update represents a comprehensive review of the Plan and confirms that the Plan continues to meet the objectives established by Decision D.19-01-018 while reflecting current utility operations, infrastructure, and risk assessments. CPAU followed the six-step process outlined in the Joint IOU/POU Straw Proposal and Decision D.19-01-018, Section 6.1 to conduct its review and update.4 The six steps are as follows: 1 Per D.19-01-018 “24. Publicly Owned Utilities shall conduct a program review of their Security Plan and associated physical security program every five years after initial approval of the Security Plan by their Board of Directors or City Council. Notice of such approval action shall be provided to the Commission’s Safety and Enforcement Division within 30 days of Plan adoption by way of copy of signed resolution or letter by a responsible elected- or appointed official, or utility director.” (see page 54 of D. 19-01-018 https://docs.cpuc.ca.gov/PublishedDocs/Published/G000/M260/K335/260335905.PDF.) 2 Per D.19-01-018 “covered is the utility working group term employed to describe those assets that are applicable, or that should be subject to physical security.” For purposes of this Plan, CPAU has determined that Covered Distribution Facilities include Distribution Substations, but not Distribution Control Centers, since analysis of Distribution Control Centers is applicable to Investor-Owned Utilities only (see pages 35 and 49 of D. 19-01-018.) 3 Resolution No. 9985 https://recordsportal.paloalto.gov/WebLink/DocView.aspx?id=61446&dbid=0&repo=PaloAlto&searchid=c55f33a4-84b0-48aa- aa61-74380efefe0d 4 Per D.19-01-018 , Section 6.1 “SED RASA recommends the following six-step procedure for carrying out new physical security plan requirements to address utilities’ distribution assets. ” (see pages 32-34 of D. 19-01-018 https://docs.cpuc.ca.gov/PublishedDocs/Published/G000/M260/K335/260335905.PDF.) Item 5 Item 5 Staff Report Item 5: Staff Report Pg. 2 Packet Pg. 227 of 474 STEP 1: Assessment/Plan Development CPAU staff and/or consultants prepare a Draft Utility Security Plan with any necessary updates through the process set forth in Steps 1A, 1B, and 1C. CPAU evaluates whether there are any changes in its facilities meeting D.19-01-018’s definition of a “Covered Distribution Facility” using the seven factors identified in the Joint IOU/POU Straw Proposal. For every individual Covered Distribution Facility identified pursuant to Step 1A, CPAU performs an evaluation of any updates to the potential risks associated with a successful physical attack on that Covered Distribution Facility, and whether existing grid resiliency, back-up generation, and/or physical security measures appropriately mitigate identified risks. If there are any individual Covered Distribution Facilities where the Risk Assessment updates performed pursuant to Step 1B finds that the existing mitigation and/or resiliency measures do not effectively mitigate the identified risks, then CPAU will develop a Mitigation Plan for that Covered Distribution Facility. The Mitigation Plan will use a risk-based approach to select reasonable and cost-effective measures that can either be security focused (e.g., walls or alarms) or resiliency focused (e.g., adequate spare parts). For every Utility Security Plan cycle, CPAU will document the results of the identification process, risk assessment, and Mitigation Plan development performed pursuant to Steps 1A, 1B, and 1C. This documentation in combination with narrative descriptions constitutes CPAU’s Draft Utility Security Plan. Each Draft Utility Security Plan is submitted to a Qualified Third Party for Independent Review. The Qualified Third-Party Reviewer will then issue an evaluation that identifies any potential deficiencies in the Draft Utility Security Plan as well as recommendations for improvements. The combination of the Draft Utility Security Plan, the conclusions of the Qualified Third-Party Reviewer, and CPAU’s responses to the Qualified Third- Party Review will constitute CPAU’s Utility Security Plan. The City’s Qualified Third-Party reviewer is the Palo Alto Office of Emergency Services. CPAU submits its Utility Security Plan to a Qualified Authority for validation on the overall adequacy of the Plan. The Qualified Authority must have sufficient familiarity with relevant federal, state and local standards regarding critical asset protection and emergency response. The City’s Fire Department agreed to serve as the Qualified Authority for this validation step, Item 5 Item 5 Staff Report Item 5: Staff Report Pg. 3 Packet Pg. 228 of 474 and will provide additional feedback and evaluation of CPAU’s Utility Security Plan and may deem the Utility Security Plan adequate. STEP 4: City Council Approval Action and Notice to CPUC STEP 5: Maintenance STEP 6: Repeat process FISCAL/RESOURCE IMPACT STAKEHOLDER ENGAGEMENT ENVIRONMENTAL REVIEW ATTACHMENTS APPROVED BY: Item 5 Item 5 Staff Report Item 5: Staff Report Pg. 4 Packet Pg. 229 of 474 *NOT YET APPROVED* 027082126 1 Resolution No. _________ Resolution of the Council of the City of Palo Alto Approving the 2026 update to the City of Palo Alto Utilities Electric Physical Security Plan R E C I T A L S A. On September 13, 2021, the City Council adopted Resolution No. 9985 approving the City of Palo Alto Utilities Electric Physical Security Plan in accordance with California Public Utilities Commission Decision 19-01-018; and B. Ordering Paragraph 24 of Decision 19-01-018 requires publicly owned utilities to conduct a program review of their Physical Security Plan and associated physical security program every five years following the initial approval of the Physical Security Plan; and C. The City of Palo Alto Utilities has completed the required five-year review and update of its Electric Utility Physical Security Plan, including reevaluation of covered distribution facilities, physical security measures, risk assessments, mitigation strategies, and other applicable program elements; and D. The Electric Utility Physical Security Plan 2026 update includes revisions necessary to maintain compliance with Decision 19-01-018 and incorporates administrative updates, current operational information, and other revisions as appropriate to reflect the City's ongoing physical security program. NOW, THEREFORE, the Council of the City of Palo Alto RESOLVES as follows: SECTION 1. The Council affirms that Resolution No. 9985 remains in effect as the original approval of the City's Electric Utility Physical Security Plan and hereby approves the 2026 update to the Physical Security Plan. SECTION 2. The Council authorizes the Utilities Director to provide a signed copy of this Resolution as notice of Council’s approval of the updated Physical Security Plan to the California Public Utilities Commission Safety and Enforcement Division, together with any supporting documentation required by Decision 19-01-018. SECTION 3. The Council directs CPAU staff to continue ongoing evaluation of the Physical Security Plan as appropriate and necessary to preserve the Plan’s integrity, with a goal of renewed evaluation every five years as encouraged by CPUC guidelines, and authorizes making future administrative, technical, editorial, or non-substantive revisions to the Physical Security Plan as necessary, provided such revisions do not materially alter the Plan. Item 5 Attachment A - Resolution Item 5: Staff Report Pg. 5 Packet Pg. 230 of 474 *NOT YET APPROVED* 027082126 2 SECTION 4. The Council finds that the adoption of this resolution does not meet the definition of a project under Public Resources Code Section 21065, thus, no environmental assessment under the California Environmental Quality Act is required at present. Individual upgrades or changes at utility facilities, if needed as a result of the City’s implementation of the Plan, will be analyzed under CEQA. INTRODUCED AND PASSED: AYES: NOES: ABSENT: ABSTENTIONS: ATTEST: City Clerk Mayor APPROVED AS TO FORM: APPROVED: Assistant City Attorney City Manager Director of Utilities Item 5 Attachment A - Resolution Item 5: Staff Report Pg. 6 Packet Pg. 231 of 474 2 1 5 1 City Council Staff Report Report Type: CONSENT CALENDAR Lead Department: City Clerk Meeting Date: September 14, 2026 Report #:2609-6730 TITLE SECOND READING: Ordinance of the Council of the City of Palo Alto Adding Chapter 10.49 (OSV Parking Permit Districts) to the Palo Alto Municipal Code and Amending PAMC Section 10.60.010 (FIRST READING: August 24, 2026; PASSED: 7-0) BACKGROUND The City Council heard this item on August 24, 2026, for a first reading and approved it on a 7-0 vote. No changes were made to the ordinance, and it is now before the City Council for a second reading. ATTACHMENTS Attachment A: Ordinance of the Council of the City of Palo Alto Adding Chapter 10.49 (OSV Parking Permit Districts) to the Palo Alto Municipal Code and Amending PAMC Section 10.60.010 APPROVED BY: Mahealani Ah Yun, City Clerk Item 6 Item 6 Staff Report Item 6: Staff Report Pg. 1 Packet Pg. 232 of 474 *NOT YET APPROVED* 1 168_20260813_ts24 Ordinance No. ____ Ordinance of the Council of the City of Palo Alto Adding Chapter 10.49 (OSV Parking Permit Districts) to the Palo Alto Municipal Code and Amending PAMC Section 10.60.010 The Council of the City of Palo Alto does ORDAIN as follows: SECTION 1. Findings and Declarations. The City Council finds and declares as follows: A. California Vehicle Code section 22507 authorizes preferential parking permit programs. B. The City Council desires to regulate the parking of oversized vehicles through a permit program to mitigate the health, safety, and traffic impacts of such vehicles by creating an Oversized Vehicle Parking Permit Program in new Palo Alto Municipal Code (PAMC) Chapter 10.49. C. The City Council also desires to amend PAMC section 10.60.010 to clarify that civil penalties can be imposed for parking violations of several chapters of the PAMC. SECTION 2. New Chapter 10.49 (Oversized Vehicle Parking Permit Program) is hereby added to Title 10 (Vehicles and Traffic) of the Palo Alto Municipal Code to read as follows: Chapter 10.49 Oversized Vehicle Parking Permit Districts 10.49.010 Definitions. For the purpose of this Chapter, the following words and phrases shall have the following meanings: (a) “OSV Parking Permit District” or "District" shall mean a geographical area in which the City Council has established an OSV Parking Permit District to regulate the parking of Oversized Vehicles. A District may also regulate the parking of other types of vehicles not classified as Oversized Vehicles. (b) “Oversize Vehicle”, “Oversized Vehicle” and “OSV” shall all have the same definition as the term “Oversized Vehicle” does as defined in PAMC section 10.44.015. 10.49.020 Establishment of OSV Parking Permit Districts. A District shall be established by adoption of a resolution of the City Council. The resolution shall specify the following: Item 6 Attachment A - Ordinance of the Council of the City of Palo Alto Adding Chapter 10.49 (OSV Parking Permit Districts) to the Palo Alto Municipal Code and Amending PAMC Section 10.60.010 Item 6: Staff Report Pg. 2 Packet Pg. 233 of 474 2 (a) The boundaries and name of the District. (b) Hours and days of enforcement of parking regulations and other restrictions that shall be in effect for permit holders and non-permit holders. This may include, but is not limited to, time limits, reparking restrictions, parking prohibitions, or any other parking regulation or restriction authorized by law. (c) Such other matters as the council may deem necessary and desirable. 10.49.030 Administration of districts. (a) No permit will be issued to any applicant until that applicant has paid all applicable permit fees. (b) All permits shall be displayed as directed by the City. (c) No Guarantee of Availability of Parking. A parking permit shall not guarantee or reserve to the permit holder an on-street parking space within the designated District unless explicitly stated in writing. (d) Restrictions and Conditions. Each permit issued pursuant to this Chapter shall be subject to each and every condition and restriction set forth in this Chapter, in the resolution establishing the respective District, and in any applicable administrative regulations, as may be amended from time to time. The issuance of such permit shall not be construed to waive compliance with any other applicable law, regulation or ordinance. (e) Exemptions. The following vehicles are exempt from District parking restrictions in this Chapter: (1) A vehicle owned or operated by a public or private utility, when used in the course of business. (2) A vehicle owned or operated by a governmental agency, when used in the course of official government business. (3) A vehicle for which an authorized emergency vehicle permit has been issued by the Commissioner of the California Highway Patrol, when used in the course of business. (4) A vehicle parked or standing while actively delivering materials or freight. (5) A vehicle displaying an authorized exemption permit issued by the City of Palo Alto. (6) A vehicle displaying a State of California or military-issued disabled person placard or license plates. Item 6 Attachment A - Ordinance of the Council of the City of Palo Alto Adding Chapter 10.49 (OSV Parking Permit Districts) to the Palo Alto Municipal Code and Amending PAMC Section 10.60.010 Item 6: Staff Report Pg. 3 Packet Pg. 234 of 474 3 (f) Authority of Staff. (1) The City Manager or designee is authorized to promulgate administrative regulations that are not inconsistent with the purposes of this Chapter. This includes, but is not limited to, administrative regulations on permit eligibility, permit sales processes, and health and safety requirements. The administrative regulations may be different for each District and may impose additional restrictions not in conflict with this Chapter. (2) A private parking enforcement contractor approved by the City shall have the authority to enforce any parking restriction and administrative regulations established pursuant to this Chapter. 10.49.040 Violations and Penalties. (a) No person shall park a vehicle adjacent to any curb in a District in violation of any posted or noticed prohibition or restriction, unless the person has a valid and current parking permit for that vehicle, or is otherwise exempt. A parking permit must be properly displayed or affixed pursuant to any applicable administrative regulations to be valid. Use of any permit issued under this chapter shall be subject to the provisions of this chapter and the administrative regulations. Violations of this subsection shall be punishable by a civil penalty under PAMC Chapter 10.60. (b) No person shall sell, rent, or lease, or cause to be sold, rented, or leased for any value or consideration any permit issued under this chapter. Upon violation of this subsection, all permits issued to for the benefit of the permittee for which the sold, rented, or leased permit was authorized shall be void. Violation of this subsection (b) shall be punishable as an infraction and/or as an administrative penalty. (c) No person shall buy or otherwise acquire for value or use any permit issued under this Chapter, except as provided for in this chapter. Violation of this subsection (c) shall be punishable as an infraction and/or as an administrative penalty. (d) No person shall fail to abide by the administrative regulations authorized by this Chapter. Violation of this subsection (d) shall be punishable as an infraction and/or as an administrative penalty. (e) Each separate day or any portion thereof during which any violation of this Chapter occurs or continues shall be deemed to constitute a separate offense. (f) Where not inconsistent with the U.S. Constitution or other applicable law, vehicles parked in violation of this Chapter are subject to tow. 10.49.050 Revocation of permit. In addition to all other remedies, the City Manager or designee may suspend or revoke a permit issued under this chapter of any person found to be in violation of this chapter or its administrative regulations by providing written notice of the suspension or revocation to the permittee. Such written notice shall include a statement outlining the grounds for revoking the permit. Item 6 Attachment A - Ordinance of the Council of the City of Palo Alto Adding Chapter 10.49 (OSV Parking Permit Districts) to the Palo Alto Municipal Code and Amending PAMC Section 10.60.010 Item 6: Staff Report Pg. 4 Packet Pg. 235 of 474 4 A person may appeal a suspension or revocation by requesting a hearing under the procedures in PAMC Section 1.12.060. The hearing shall be conducted under the procedures in PAMC Chapter 1.12. SECTION 3. Section 10.60.010 of Chapter 10.60 (“Parking Violations”) of Title 10 (“Vehicles and Traffic) is hereby amended to read as follows (new text underlined): 10.60.010 Parking violations punishable as civil penalties. Except as otherwise provided, violations of any provision of Chapters 10.36, 10.40, 10.44, 10.46, 10.47, 10.48, 10.49 and 10.50 of this Title 10 and parking related violations in PAMC Chapter 22.04 (hereinafter referred to as a "parking violation") shall be punishable by a civil penalty (hereinafter referred to as a "parking penalty"). These parking penalties, together with any late payment penalties, administrative fee, and other related charges shall be established by ordinance or resolution of the city council. SECTION 4. Severability. If any provision, clause, sentence or paragraph of this ordinance, or the application to any person or circumstances, shall be held invalid, such invalidity shall not affect the other provisions of this Ordinance which can be given effect without the invalid provision or application and, to this end, the provisions of this Ordinance are hereby declared to be severable. SECTION 5. Effective Date. This ordinance shall be effective on the 31st day after adoption. // // // // // // // // // // Item 6 Attachment A - Ordinance of the Council of the City of Palo Alto Adding Chapter 10.49 (OSV Parking Permit Districts) to the Palo Alto Municipal Code and Amending PAMC Section 10.60.010 Item 6: Staff Report Pg. 5 Packet Pg. 236 of 474 5 SECTION 6. CEQA. The City Council finds and determines that this categorically exempt under CEQA regulation 15301 (existing facilities) and 15304 (minor alterations). INTRODUCED: PASSED: AYES: NOES: ABSTENTIONS: ABSENT: ATTEST: ____________________________ ____________________________ City Clerk Mayor APPROVED AS TO FORM: APPROVED: ____________________________ ____________________________ Assistant City Attorney City Manager ____________________________ Chief Transportation Official Item 6 Attachment A - Ordinance of the Council of the City of Palo Alto Adding Chapter 10.49 (OSV Parking Permit Districts) to the Palo Alto Municipal Code and Amending PAMC Section 10.60.010 Item 6: Staff Report Pg. 6 Packet Pg. 237 of 474 9 8 8 2 CITY COUNCIL Staff Report From: City Manager Report Type: ACTION ITEMS Lead Department: Planning and Development Services Meeting Date: September 14, 2026 Report #: 2604-6296 TITLE PUBLIC HEARING / QUASI-JUDICIAL. 375 Hamilton Avenue [26PLN-00050]: Request for Major Architectural Review Approval for the Construction of a New Six-Story Parking Garage with a Total of 265 Parking Spaces on the Existing Surface-Level Parking Lot D. CEQA Status: Prior Environmental Impact Report Certified (Council Resolution No. 9818, February 11, 2019). An Addendum to the Previously Certified Environmental Impact Report (SCH# 2017052040) has Been Prepared in Accordance with CEQA Guidelines Section 15164. Zoning District: PF (Public Facilities). RECOMMENDATION Staff recommends that the City Council (CC): 1. Consider the Addendum to the previously certified Environmental Impact Report (EIR) (Council Resolution No. 9818, February 11, 2019); and 2. Approve the Major Architectural Review (AR) application based on findings and subject to conditions of approval in the Record of Land Use Action (RLUA) in Attachment B. EXECUTIVE SUMMARY The subject application is a request from City of Palo Alto Public Works Engineering for Major Architectural Review for a new six-story parking garage with 265 parking spaces at 375 Hamilton Avenue (Capital Improvement Project PE-15007), on an existing 86-space surface parking lot (Lot D, APN 120-15-086). The proposed project location is provided in Attachment A. The project description is provided in Attachment D and project plans are provided in Attachment E. Staff finds that the project is consistent with relevant plans, policies, and regulations adopted by the City and recommends that the City Council recommend approval of the project based on findings and subject to conditions of approval in the Record of Land Use Action (RLUA). BACKGROUND The Downtown Parking Garage project was first introduced in the City Council’s 2014 Infrastructure Plan as part of the City’s broader effort to improve downtown parking availability. Item 7 Item 7 Staff Report Item 7: Staff Report Pg. 1 Packet Pg. 238 of 474 9 8 8 2 Between 2017 and 2018, Watry Design, Inc. (Watry) completed the preliminary design and environmental review for a 338-space, six-level parking structure, which included five levels above grade and one level below grade, on Lot D (Hamilton Avenue and Waverley Street). The City Council certified the Environmental Impact Report (EIR) and approved the Major Architectural Review application for the parking garage in February 2019. Shortly thereafter, the project was placed on hold to allow further evaluation of alternative parking management strategies.1 A timeline and history of the previous application and recent discussions is available online.2 However a brief summary of Council’s previous actions as well as the various boards and the Planning and Transportation Commission (PTC)’s feedback on the previously approved project is provided for informational purposes: December 12, 2016: Council directed cost and impacts analysis and directed staff to proceed with design and environmental review.3 April 11, 2017: Council provided direction on legislative approach. 4 May 31, 2017: PTC Scoping Meeting. 5 August 24, 2017: Historic Resources Board (HRB) Study Session. 6 September 7, 2017: Architectural Review Board (ARB) Study Session. 7 February 15, 2018: ARB hearing to review the project plans and hear public testimony regarding the Draft EIR.8 June 21, 2018: ARB hearing to consider the Draft EIR published May 18, 2018, and provide comments on the proposed design. 9 1 City Council, February 11, 2019; SR #9263 2 Parking Garage Timeline and History is available online at: https://www.paloalto.gov/Departments/Public- Works/Engineering-Services/Engineering-Projects/Downtown-Parking-Garage-Project 3 https://www.paloalto.gov/files/assets/public/v/1/agendas-minutes-reports/reports/city-manager-reports- cmrs/year-archive/2016/id.-7418-downtown-parking-garage-site-and-design-contract-approval.pdf 4 https://www.paloalto.gov/files/assets/public/v/1/agendas-minutes-reports/agendas-minutes/planning-and- transportation-commission/2017-agendas-minutes-and-reports/ptc-05.31.17-3.pdf 5 https://www.paloalto.gov/files/assets/public/v/1/agendas-minutes-reports/agendas-minutes/planning-and- transportation-commission/2017-agendas-minutes-and-reports/may-31-2017-staff-report-8026.pdf; https://midpenmedia.org/planning-transportation-commission-49/ 6 https://www.paloalto.gov/files/assets/public/v/1/agendas-minutes-reports/agendas-minutes/historic-resources- board/2017/375-hamilton-ave- id8329.pdf?_gl=1*1mtcheg*_gcl_au*MTgzMTEyOTQ0Ni4xNzYyNDkzMDg2*_ga*NjU3MTA1ODUyLjE3NjI0OTMwO Dk.*_ga_G4NQGK6D25*czE3NjI1NTU3MjgkbzYkZzEkdDE3NjI1NTY3MDckajE5JGwwJGgw; https://midpenmedia.org/historic-resources-board-42/; https://www.cityofpaloalto.org/civicax/filebank/documents/62562 7cityofpaloalto.org/civicax/filebank/documents/61802 8 https://www.paloalto.gov/files/assets/public/v/1/agendas-minutes-reports/agendas-minutes/architectural- review-board/2018/375-hamilton-id8776.pdf 9 https://www.paloalto.gov/files/assets/public/v/1/agendas-minutes-reports/agendas-minutes/architectural- review-board/2018/375-hamilton-id-8918.pdf Item 7 Item 7 Staff Report Item 7: Staff Report Pg. 2 Packet Pg. 239 of 474 9 8 8 2 February 11, 2019: Council certified the Final EIR and Approved a Record of Land Use Action (RULA) approving Architectural Review Application 17PLN-00360. 19 In December 2023, Council directed staff to resume work on the Downtown Parking Garage project, with a new goal of integrating it with future affordable housing development on the site.20 This direction aligns with the City’s 2023–2031 Housing Element,21 specifically Program 1.4, which identifies the redevelopment of up to six City-owned surface parking lots to accommodate approximately 290 affordable housing units. The Housing Element also states that any displaced public parking should be replaced to maintain downtown access. In this context, the proposed redevelopment of Lot T (existing 52 surface parking spaces) with a seven- story affordable housing project has further reinforced the interest in replacement parking capacity. To advance these objectives, Council authorized a contract with Watry Design, Inc. in December 2024 to provide design, environmental review, and construction administration services for a new parking garage.22 The scope included development of preliminary design options that maximize parking supply while accommodating a future residential component. On April 14, 2025,23 staff presented multiple design options to Council. Council directed staff to proceed with Option 1a, which included a six-level, above-ground parking structure with 274 spaces and a reserved area for future affordable housing with separate access from Waverley Street. As project design has advanced, the total number of parking spaces has been reduced from 274 to 265 spaces, primarily due to design modifications required to accommodate updated electrical infrastructure. Changes in regulations no longer allow certain electrical services to be located below grade, necessitating additional above-grade space for these utilities and resulting in the loss of approximately one parking stall per level. The design also includes expanded electrical room space at Level 1 to support emergency power and future electrical capacity for the anticipated residential component. In addition, the project incorporates a larger trash enclosure to accommodate refuse storage and collection for the adjacent property at 560 Waverley Street, which currently has a zero-lot-line condition. On December 4, 2025,24 the ARB conducted a study session to review preliminary design concepts, including three façade options based on Council’s selected scheme. The ARB provided 19 https://www.paloalto.gov/files/assets/public/v/1/public-works/engineering-services/webpages/pe-15007- downtown-parking-garage/375-hamiltion-rlua-executed.pdf?t=40790.62 20 City Council, December 11, 2023; Item #8; SR #2309-2043 21 Housing Element, Chapter 5, page 5-9: https://www.paloalto.gov/files/assets/public/v/1/planning-amp- development-services/housing-element/housing-element_2023_2031/palo-alto-housing-element.pdf 22 City Council, December 2, 2024, SR#2410-3609 https://portal.laserfiche.com/Portal/DocView.aspx?id=111841&repo=r-704298fc 23 April 14, 2025, City Council Report: https://portal.laserfiche.com/Portal/DocView.aspx?id=162794&repo=r- 704298fc&searchid=59ac5e2c-f44f-498a-90b5-a542bb41464a 24 December 4, 2025, ARB report: https://cityofpaloalto.primegov.com/Public/CompiledDocument?meetingTemplateId=16843&compileOutputType=1 Item 7 Item 7 Staff Report Item 7: Staff Report Pg. 3 Packet Pg. 240 of 474 9 8 8 2 generally supportive feedback on the project’s overall direction, materials, and pedestrian- oriented design. The Board Members preferred Option 2 and 3, however, the ARB emphasized the need for some refinement as discussed further in the Analysis. Requested Entitlements, Findings, and Purview: Architectural Review – Major (AR): The process for evaluating this type of application is set forth in Palo Alto Municipal Code (PAMC) Section 18.77.070. Major AR applications are reviewed by the ARB, and recommendations are forwarded to the Planning & Development Services Director for action. In accordance with PAMC Section 18.40.170, the director may forward a decision for final action to the City Council, which is the process used for this application. AR projects are evaluated against specific findings. The findings for approval are provided in Attachment B. Development Standards Exception: PAMC Section 18.28.060 (e) allows for an increased floor area ratio and building height, as well as reduced setbacks, to accommodate public parking garages within the Downtown District. Additional findings for approval of this exception are not required. The project is a parking garage in the Downtown District and therefore is eligible by right for this exception. Item 7 Item 7 Staff Report Item 7: Staff Report Pg. 4 Packet Pg. 241 of 474 9 8 8 2 is surrounded by a variety of low to mid-rise buildings. Immediately surrounding the site are commercial buildings and restaurants along Waverley Street, All Saints Episcopal Church to the east, the AT&T building to the west and U.S. Post Office across Hamilton Avenue to the south. The proposed six-story parking garage would replace the existing surface parking lot. ANALYSIS 31 Mobility (Policy T-3.1 and T-3.4): Expanding parking supply in the downtown core enhances access for residents, visitors, and employees, and supports the City’s transportation management and parking efficiency goals. Business and Economic Vitality (Goal B-1): Improved downtown parking availability supports local businesses by facilitating customer access and sustaining the economic health of the Downtown area. Land Use (Goal L-1 and Policy L-2.5): The project efficiently utilizes publicly owned land to accommodate both public parking and future housing, aligning with the City’s strategy to integrate civic and residential uses within the downtown. 31 The Palo Alto Comprehensive Plan is available online: https://www.paloalto.gov/files/assets/public/v/4/planning-amp-development-services/3.-comprehensive- plan/comprehensive-plan/full-comp-plan-2030_with-dec19_22-amendments.pdf Item 7 Item 7 Staff Report Item 7: Staff Report Pg. 5 Packet Pg. 242 of 474 9 8 8 2 The project site is also identified in the Housing Element’s Housing Inventory with a projected capacity of 44 units, including 22 low-income and 22 very-low-income units. This projected capacity is based on site acreage and density assumptions and does not require the site to be developed with exactly 44 units. The site may be developed with other uses, provided that the City continues to maintain adequate housing capacity to meet its RHNA obligations. Downtown Urban Design Guidelines Promote Hamilton Avenue as an active mixed-use district, which comfortably accommodates larger scale commercial office, civic, and institutional buildings. Maintain Hamilton Avenue as a pleasing, tree-lined pedestrian environment with complimentary outdoor amenities to offset the urban intensity which naturally results from the provision of transit service and convenient surface parking. Item 7 Item 7 Staff Report Item 7: Staff Report Pg. 6 Packet Pg. 243 of 474 9 8 8 2 Figure 1: Downtown Urban Design Guidelines, page 52 Zoning Consistency Analysis The project site is zoned Public Facility (PF). Allowed uses within this zone district include public facilities and uses owned or leased by the City of Palo Alto. Both the parking garage and any future affordable housing on the site are permitted uses, so long as the site continues to be owned or leased by the City. The proposed plans exceed the allowable height, floor area, and setbacks, including a seven- foot special setback on Hamilton Avenue. However, in accordance with PAMC Section 18.28.060(e), on PF zoned sites within the Downtown business district where the primary use is a parking facility and it is owned or leased and operated or used by the City of Palo Alto, Council may modify any development standard set forth in PAMC Section 18.28.050 and setbacks lines established by a special setback map to achieve community objectives. The code states that these exceptions shall be included in the review of the applicable development review process. The project includes construction of a public parking garage to support parking for the downtown area. An analysis of the project’s consistency with the PF Zone District Development Standards is included in Attachment C. Multi-Modal Access Vehicular ingress and egress are proposed via a combined entrance and exit along Hamilton Avenue near the southern corner of the site. The existing one-way service access (Lane 21), with entry from Waverley Street and exit to Bryant Street, would be retained and enhanced with architectural paving, landscaped planters, and upgraded lighting as illustrated in Figure 2. As the City Council has not yet determined whether the garage will operate as a paid facility, the design includes space to accommodate potential future gate infrastructure at the garage entry and exit. If a gate is provided, the EIR requires implementation of mitigation to prepare a queuing analysis to ensure that queuing onto Hamilton Avenue does not occur. Item 7 Item 7 Staff Report Item 7: Staff Report Pg. 7 Packet Pg. 244 of 474 9 8 8 2 The proposed electrical and trash rooms are strategically located to support efficient operations. This includes provisions for trash and recycling serving both the project site and an adjacent property on Waverley Street (Lot 85), as well as the publicly accessible plaza. Sidewalk improvements are proposed along both Hamilton Avenue and Waverley Street, with widths increased to approximately 12 feet and 17 feet and 10 inches, respectively, before tapering to match existing conditions, thereby enhancing pedestrian circulation and streetscape quality. A pedestrian pathway through the structure provides a connection from the bicycle parking area near Waverley Street to Lane 21 adjacent to the CVS building. Item 7 Item 7 Staff Report Item 7: Staff Report Pg. 8 Packet Pg. 245 of 474 9 8 8 2 Figure2: Proposed Access &Circulation, Sheet 2.1 Item 7 Item 7 Staff Report Item 7: Staff Report Pg. 9 Packet Pg. 246 of 474 9 8 8 2 Figure 3: Renderings from the Plan Set on Sheet 3.15 Attachment E Consistency with feedback received from ARB At its December 4, 2025, study session, the ARB provided preliminary feedback on the proposed project, identifying key areas for further refinement. At its June 4, 2026, hearing33, the ARB reviewed the revised project and recommended approval to the City Council based on required findings and subject to conditions of approval in the Record of Land Use Action (Attachment B). In the motion, the ARB also recommended considering a minimum 5-foot wide clear path adjacent to the staircase to facilitate pedestrian access and circulation. The intent of this recommendation was to ensure that the staircase and associated site improvements do not impede access to future development potential of the adjacent plaza area. The project plans have now been revised to reflect this recommendation. Consistency with AR Application Findings Pursuant to PAMC Section 18.77.070, approval of a Major AR application requires compliance with the required findings set forth in PAMC Section 18.76.020(d). Staff found the project to be consistent with these findings as detailed in Attachment B. 33 ARB, June 4, 2026, SR#: 2601-5814: https://cityofpaloalto.primegov.com/api/compilemeetingattachmenthistory/historyattachment/?historyId=4b737cf9-2819- 4306-b1ac-06c99276576b Item 7 Item 7 Staff Report Item 7: Staff Report Pg. 10 Packet Pg. 247 of 474 9 8 8 2 FISCAL/RESOURCE IMPACT STAKEHOLDER ENGAGEMENT 35 the property owner at 560 Waverley Street provided verbal comments regarding concerns about trash pickup and storage limitations created by the new parking garage. Trash collection would occur along Lane 21, with service vehicles entering from Waverley Street and exiting onto Bryant Street through a one-way circulation pattern. The project also proposes a new trash enclosure to accommodate trash and recycling service for the adjacent property on Waverley Street (Lot 85), as well as waste generated from the project’s publicly accessible plaza area. 35 ARB, December 4, 2025, SR#: 2510-5376: https://cityofpaloalto.primegov.com/Public/CompiledDocument?meetingTemplateId=16843&compileOutputType=1 Item 7 Item 7 Staff Report Item 7: Staff Report Pg. 11 Packet Pg. 248 of 474 9 8 8 2 signal changes to be reviewed as part of the project. With respect to the CEQA concern, staff have determined that the parking garage at 375 Hamilton Avenue and proposed housing project at 450 Lytton Avenue are sufficiently independent – in that they serve different purposes and can be implemented independently – that it is appropriate to analyze them separately under CEQA. ENVIRONMENTAL REVIEW ATTACHMENTS APPROVED BY: Item 7 Item 7 Staff Report Item 7: Staff Report Pg. 12 Packet Pg. 249 of 474 STREET BRYANT STREET HAMILTON A V ENUE GILMAN STREET WAV ERL E Y STR E BRYANT STREET FOREST AVENUE RAM ONA S ET VERLEY STREET UNIVERSITY AVENUE UNIVERS WAVERLEY STREET HAMILTON A LANE 20 EAST LAN LANE 21 CENTENNIAL WALK 101 209 204 206 208 207 205 202 201301 2A5A4A3A 2B3B4B5B 2C3C4C5 Lanning Chateau Chase Bank Post Of f i ce 94301 CPA_Dev Ctr Old Pro Hamilton_ B uilding Nola All Saints_Episcopal Church 365 Bldg C 675 Bldg A Bl 285 300 459 467 540 707 431 345 52 540 310 380 456 533 -539 530-536518-526 31-324 326-338 7-323 335-339 416- 424 352- 364 650 555 315- 325541- 549 535- 539 425 415-419 384-396 436- 452 433- 439 426 558 628 636 340 560 380 646 640 650 643 642 325 664 635 375 345 275 250 661 461 353 355 367 379 375 436 267581555 541 545 300 43 441439 423 405403 383 382 376 370 374 510 526 550 552 432428 400 530 425 555 453 375 Bldg C 654 502 585 443 F 87285 PC-39 PC-4195 3 PF City Hall & PAPD PF R PF CD-C This map is a product of the City of Palo Alto GIS This document is a graphic representation only of best available sources. Legend 0'92' ATTACHMENT A Location Map 375 Hamilton Ave CITYOF PALOALTO I NC O R P O R A TE D CALI FORNIA P a l o A l t o T h e C i t y o f APRI L 1 6 189 4 The City of Palo Alto assumes no responsibility for any errors. ©1989 to 2016 City of Palo Alto kpaulau, 2025-11-10 11:55:46 (\\cc-maps\Encompass\Admin\Meta\View.mdb) Project Location Zoning District Item 7 Attachment A - Location Map Item 7: Staff Report Pg. 13 Packet Pg. 250 of 474 Page 1 ATTACHMENT B DRAFT RLUA NO. 2026 –____ RECORD OF THE COUNCIL OF THE CITY OF PALO ALTO LAND USE ACTION FOR 375 HAMILTON AVENUE: MAJOR ARCHITECTURAL REVIEW [FILE NO. 26PLN-00050] On __________, the City Council held a duly noticed public hearing and, after considering all of the evidence presented, approved the Major Architectural Application to allow construction of a new six-story parking garage with a total of 265 parking spaces on the existing surface-level parking Lot D, making the following findings, determination, and declarations: SECTION 1. Background. The City Council of the City of Palo Alto (“City Council”) finds, determines, and declares as follows: A. On April 14, 2025, City Council reviewed garage design options and choose Option 1a Waverley Residential as their preferred option that included a six-level above-ground parking structure with 274 parking stalls and reserved area for a future affordable housing component, to be used presently as a public plaza. B. On December 4, 2025, the Architectural Review Board (ARB) conducted a study session to review preliminary design concepts, including three façade options based on Council’s selected scheme. C. On March 10, 2026, Watry Design Inc., on behalf of city of Palo Alto Public Works Engineering, applied for a Major Architectural Review application to allow construction of a new six- story parking garage with a total of 265 parking spaces on the existing surface-level parking Lot D located at 375 Hamilton Avenue (120-15-086). (“The Project”). D. On June 4, 2026 the Architectural Review Board held a duly noticed public hearing to consider the addendum to the previously certified Environmental Impact Report (EIR) (SCH# 2017052040) and recommend approval of the Major Architectural Review application. E. On September 14, 2026, the City Council held a duly noticed public hearing at which evidence was considered, and all persons were afforded an opportunity to be heard in accordance with the City Council’s policies and procedures. SECTION 2. Environmental Review. In conformance with the California Environmental Quality Act (CEQA), an Addendum to the previously certified EIR (Council Resolution No. 9818, February 11, 2019) has been prepared in accordance with CEQA Guidelines Section 15164. SECTION 3. Architectural Review Findings. The design and architecture of the proposed improvements, as conditioned, complies with the Architectural Review Findings as required per PAMC Section 18.76.020. Finding 1: The design is consistent with applicable provisions of the Palo Alto Comprehensive Plan, Item 7 Attachment B - Draft Record of Land Use Action 2026- XXXX Item 7: Staff Report Pg. 14 Packet Pg. 251 of 474 Page 2 Zoning Code, coordinated area plans (including compatibility requirements), and any relevant design guides. The project is consistent with Finding #1 because: The site’s Regional/Community Commercial designation in the Comprehensive Plan supports public- serving and mixed-use development in the Downtown area. The project replaces an existing surface parking lot with a more efficient use that increases parking supply, supports mobility and economic vitality goals, and incorporates provisions for future affordable housing consistent with Housing Element Program 1.4. The site is zoned Public Facilities (PF), where public parking and City-sponsored housing are permitted uses. While the project exceeds certain development standards, it qualifies for a Development Standards Exception pursuant to PAMC Section 18.28.060(e), as analyzed in Staff Report (#2601-5814). Staff has determined that the proposed project is in compliance with the applicable Public Facilities (PF) Development Standards per Palo Alto Municipal Code (PAMC) Section 18.28.050. The project is also consistent with the Downtown Urban Design Guidelines for the Hamilton Avenue District by enhancing the pedestrian environment through widened sidewalks, landscaping, and improved connections and façade articulation. Accordingly, the project meets Finding 1. The project is consistent with Finding #2 because: This finding can be made in affirmative, as the proposed project creates a functional environment for community users by incorporating clear vehicular circulation, defined pedestrian pathways, a paseo connection, and a publicly accessible plaza with ground-level improvements such as widened sidewalks and new street trees and landscaping to support a pedestrian-friendly environment. Context-based design criteria do not apply in the Public Facilities (PF) zone, however the project responds to its urban context through modulation of massing and incorporation of pedestrian-scale elements, providing a reasonable transition to adjacent development. The site is not adjacent to residential uses, minimizing impacts on residential uses, and the design respects nearby historic resources through materials and architectural treatments that reflect the established downtown character. Item 7 Attachment B - Draft Record of Land Use Action 2026- XXXX Item 7: Staff Report Pg. 15 Packet Pg. 252 of 474 Page 3 compatible with and enhance the surrounding area. The project is consistent with Finding #3 because: This finding can be made in the affirmative, as the proposed project demonstrates a high level of aesthetic quality through the use of durable and high quality materials. The design incorporates a combination of metal screening, concrete finishes, and architectural detailing that work together to create a visually unified architecture while screening parking areas. The façades are articulated with variations in texture, depth, and pattern to reduce perceived massing and provide visual interest at both the pedestrian and building scale. Ground-level elements, including landscaping, paving, and pedestrian-oriented features, further reinforce the project’s visual quality and integration with the public realm. The project is consistent with Finding #4 because: This finding can be made in the affirmative, as the project’s design supports functional, safe, and efficient circulation for vehicles, pedestrians, and bicycles. Vehicular ingress and egress are clearly organized via the Hamilton Avenue entry/exit and separated from pedestrian and bicycle access for ease and safety. Pedestrian circulation is enhanced through widened sidewalks, a paseo connection through the site, and a publicly accessible plaza. Electrical and trash rooms are strategically located along the rear one-way service access, Lane 21, to efficiently serve the building and adjacent commercial properties. The project is consistent with Finding #5 because: This finding can be made in the affirmative, as the project’s landscape design incorporates expanded landscaping along Hamilton Avenue, Waverley Street, and within the proposed public plaza, including new street trees, in-ground planters, and climbing vines along the garage façade to soften the building’s appearance and enhance the pedestrian environment. Plant selections emphasize regional, drought- tolerant species that are well integrated with the building’s architecture. The project is consistent with Finding #6 because: This finding can be made in the affirmative, as the building is designed to accommodate future rooftop photovoltaic panels, promoting renewable energy use. Landscaping incorporates drought-tolerant, low- maintenance plantings to conserve water and provide ecological benefits. Site planning maximizes efficient land use by replacing surface parking with a compact, multi-level structure, reducing impervious Item 7 Attachment B - Draft Record of Land Use Action 2026- XXXX Item 7: Staff Report Pg. 16 Packet Pg. 253 of 474 Page 4 surfaces. High-quality, durable materials are selected to minimize maintenance and extend building lifespan. Together, these measures demonstrate a thoughtful approach to achieving sustainability. PLANNING DIVISION Item 7 Attachment B - Draft Record of Land Use Action 2026- XXXX Item 7: Staff Report Pg. 17 Packet Pg. 254 of 474 Page 5 responsibility to highlight any proposed changes to the project and to bring it to the project planner’s attention. 9. PROJECT EXPIRATION. The project approval shall be valid for a period of two years from the original date of approval. Application for a one-year extension of this entitlement may be made prior to expiration. 10. FINAL INSPECTION. A Planning Division Final inspection will be required to determine substantial compliance with the approved plans prior to the scheduling of a Building Division final. Any revisions during the building process must be approved by Planning. Contact your Project Planner, Kristina Dobkevicius at Kristina.Dobkevicius@PaloAlto.gov to schedule this inspection. PCE BUILDING INSPECTION 11. On Sheet 1.7 verify an accessible route to the Public Sidewalks without going behind other vehicles. PWD ENGINEERING 12. PUBLIC WORKS APPLICATIONS, FORMS, AND DOCUMENTS. Applicant shall be advised that most forms, applications, and informational documents related to Public Works Engineering conditions can be found at the following link: https://www.cityofpaloalto.org/Departments/Public-Works/Engineering-Services/Forms-and- Permits 13. STREETWORK PERMIT. The applicant shall obtain a Streetwork Permit from the Department of Public Works for all public improvements. 14. GRADING AND EXCAVATION PERMIT. A Grading Permit is required per PAMC Chapter 16.28. The permit application and all applicable documents (see Section H of application) shall be submitted to Public Works Engineering. Add the following note: “THIS GRADING PERMIT WILL ONLY AUTHORIZE GENERAL GRADING AND INSTALLATION OF THE STORM DRAIN SYSTEM. OTHER BUILDING AND UTILITY IMPROVEMENTS ARE SHOWN FOR REFERENCE INFORMATION ONLY AND ARE SUBJECT TO SEPARATE BUILDING PERMIT APPROVAL.” 15. CCTV OF STORM DRAIN SYSTEM. Post construction the applicant may be required to provide CCTV inspection of the City’s storm drain facilities to verify that any lines were not broken, cracked or damaged during construction. The video shall be high resolution and done by professional who is familiar with the process and meticulous. A CCTV inspection video is required for new storm drain connection (s) to verify proper connections were made into the City’s system and that no construction material was left behind. Videos of storm drain system may also be required where construction occurred less than 5-ft from the city’s storm drain system. Videos shall be provided from structure to structure, such as manhole to manhole. Contractor may want to conduct their own inspection in advance of construction to verify the existing pipe integrity. If existing damages are located, they shall be reported to Public Works inspectors prior to the start of construction. If not reported, the contractor may be responsible to restore the pipe segment as determined by Public Works prior to final. 16. ENCROACHMENT PERMIT. Prior to any work in the public right-of-way, the applicant shall obtain an Item 7 Attachment B - Draft Record of Land Use Action 2026- XXXX Item 7: Staff Report Pg. 18 Packet Pg. 255 of 474 Page 6 encroachment permit from the Public Works Department for any work that encroaches onto the City right-of-way. 17. LOGISTICS PLAN. A construction logistics plan shall be provided addressing all impacts to the public including, at a minimum: work hours, noticing of affected businesses, bus stop relocations, construction signage, dust control, noise control, storm water pollution prevention, job trailer, contractors’ parking, truck routes, staging, concrete pours, crane lifts, scaffolding, materials storage, pedestrian safety, and traffic control. All truck routes shall conform to the City of Palo Alto’s Trucks and Truck Route Ordinance, Chapter 10.48, and the route map. NOTE: Some items/tasks on the logistics plan may require an encroachment permit. 18. STORMWATER POLLUTION PREVENTION. All improvement plan sets shall include the “Pollution Prevention – It’s Part of the Plan” sheet. 19. C.3 THIRD-PARTY CERTIFICATION. Applicant shall provide certification from a qualified third-party reviewer that the proposed permanent storm water pollution prevention measures comply with the requirements of Provision C.3 and Palo Alto Municipal Code Chapter 16.11. 20. Submit the following: a. Provide a stamped and signed C.3 data form (April 2024 version) from SCVURPPP. https://scvurppp.org/2024/09/19/provision-c-3-data-form-2024/ b. Final stamped and signed letter confirming which documents were reviewed and that the project complies with Provision C.3 and PAMC 16.11. 21. C.3 STORMWATER MAINTENANCE. A document shall be filed with the City that ensures the ongoing maintenance of onsite and offsite stormwater treatment facilities. 22. C.3 FINAL THIRD PARTY CERTIFICATION PRIOR TO OCCUPANCY. Within 45 days of the installation of the required storm water treatment measures and prior to the issuance of an occupancy permit for the building, the third-party reviewer shall submit to the City a certification verifying that all the permanent storm water pollution prevention measures were installed in accordance with the approved plans. UTL ELECTRICAL ENGINEERING 23. Existing high voltage utility line must be rerouted along Waverley. Coordinate with utilities engineering. 24. 50' x 13' easement is required to fit all electric equipment. 25. There must be adequate space for 2 transformers and 1 switch. A transformer requires a 13'x13' pad with 3' clear space on 3 sides and 8' clear space in front. A switch requires a 12' x 10' pad with the same clearances. FIRE 26. Mechanical smoke removal system is required if the Building Department determines mechanical ventilation will be needed for this project. Item 7 Attachment B - Draft Record of Land Use Action 2026- XXXX Item 7: Staff Report Pg. 19 Packet Pg. 256 of 474 Page 7 PCE TRANSPORTATION 27. TRAFFIC SIGNAL UPGRADES a. The project shall include updated signal heads and associated signal framework to 12” signal heads, per City's current traffic signal standards. b. The project shall install accessible pedestrian pushbuttons in conformance with current ADA and MUTCD standards. Where existing underground conduits are determined to be insufficient in capacity or condition to accommodate the required traffic signal and APS improvements, the project shall install new underground conduit, or replace existing conduits, as needed to provide adequate capacity. 28. ADA-COMPLIANT CURB RAMP. The project shall reconstruct and/or upgrade the pedestrian curb ramp at the northeast corner of the subject intersection to bring it into full compliance with current ADA standards and City curb ramp design standards. 29. TRANSPORTATION ANALYSIS AND TURN TEMPLATES. An updated transportation analysis reflecting all proposed changes to the project's traffic circulation and control features, e.g. the removal of the traffic signal at Gilman Street / Hamilton Ave, curb line changes, shall be provided included truck and bus turn templates consistent with the latest project plans. 30. VTA BUS STOP COORDINATION. The existing bus stop on Hamilton Ave will be impacted by construction activities associated with the project, the applicant/developer shall coordinate with the Santa Clara Valley Transportation Authority (VTA) regarding any temporary impacts, including but not limited to temporary relocation, closure, signage, or passenger accommodations during construction. Prior to commencement of construction activities affecting the bus stop, the applicant shall coordinate with VTA through their review process. The contact information is bus.stop@vta.org. 31. The trash enclosure is not large enough to accommodate the service levels for 560 Waverley Street and parking garage waste. 32. Service level estimate for 560 Waverley Street includes (1) 2 CY compost bin 3x/wk, (1) 2 CY Recycle bin 4x/wk, (1) 32-gal landfill 1x/wk. Service level estimate for parking garage waste is (2) 96-gal landfill carts 2x/wk , (2) 96-gal recycle carts 2x/wk, (1) 96-gal compost cart 1x/wk. 33. Should be a total of 8 containers inside of the enclosure. Please show the estimated service containers inside of the enclosure. Identify containers by labelling them with the container size and waste stream type (compost, recycle, landfill). Show clearance between containers. 34. Sufficient clearance for container lids to open fully is required. 35. The containers within the refuse enclosure must be equally and easily accessible, have 36 inches (or 6 inches if they are carts) between each of the bins, and at least a 6’ wide aisle space. 36. Applicant is required to follow the “Refuse Enclosure Guidelines” and the “Enclosure Design Guide” when designing and building the refuse enclosure. Item 7 Attachment B - Draft Record of Land Use Action 2026- XXXX Item 7: Staff Report Pg. 20 Packet Pg. 257 of 474 Page 8 37. Trash enclosure doors look to be 90 degrees on plan set, not acceptable. Hinged doors are acceptable, but should open outward and at minimum of 120 degrees. Recommendations are for site to utilize either a roll up door or a sliding door. Would eliminate issues with the pedestrian walkway. If doing hinged doors, 180 degrees would be preferred with latch to secure door in place while doors are being opened. 38. Need project to clarify if there will be used cooking oil containers that must be housed from the 560 Waverley Street. If yes, must show on enclosure design how the grease bin will be separated from the refuse bins for safety concerns. PUBLIC ART 39. Artist Amy Landesberg has developed a conceptual proposal for artwork to be integrated on the wall of the garage. The concept is scheduled to go to the Public Art Commission for approval April 16, 2026. Once approved, the artist will begin detailed design development in coordination with the design team. Funding for detailed design, fabrication, delivery and installation will be derived from the Art in Public Spaces CIP as outlined in Municipal Code 2.26.070. URBAN FORESTRY 40. The proposed removal of protected trees and reasons for their removals in the most recent version of the updated Arborist report remains limited to inventory notes on their condition. The abovementioned reasons are not compliant with PAMC 8.10.050. If proposed tree removals are driven by condition alone and not a conflict with the proposed design, then risk assessments for each protected tree quantifying the risk of keeping them (i.e hazardous), must be provided by the consulting Arborist. 41. If proposed removals are driven by design conflicts with tree locations, then design alternatives which are financially infeasible must be outlined. Language regarding hazardous trees and financial feasibility with respect to design alternatives are outlined in code 8.10.050. UTL WGW ENGINEERING 35 Conditions Forthcoming. PWD WATERSHED PROTECTION 36 Update the Stormwater Treatment Summary Table with the city approved version. City approved table sent to applicant contact. 37 The trees are not part of stormwater treatment from my understanding so do not need to be highlighted. Is this correct? 38 Sword Fern is not an approved plant species in the SCVURPPP C.3 plants list in Appendix D. Please update to an approved plant. Item 7 Attachment B - Draft Record of Land Use Action 2026- XXXX Item 7: Staff Report Pg. 21 Packet Pg. 258 of 474 Page 9 SECTION 6. Term of Approval. Major Architectural Review Approval. The project approval shall be valid for a period of two years from the original date of approval. In the event a building permit(s), if applicable, is not secured for the project within the time limit specified above, the approval shall expire and be of no further force or effect. Application for extension of this entitlement may be made prior to the one year expiration. INTRODUCAND PASSED: AYES: NOES: ABSENT: ABSTENTIONS: ATTEST: City Clerk Mayor APPROVED AS TO FORM: APPROVED: _________________________ ____________________________ City Attorney City Manager ____________________________ Director of Planning and Development Services PLANS AND DRAWINGS REFERENCED: Those plans prepared by Watry Design, Inc., titled “C4_375 Hamilton Ave_PLANS.pdf” consisting of 43 pages, dated and submitted July 6, 2026. Item 7 Attachment B - Draft Record of Land Use Action 2026- XXXX Item 7: Staff Report Pg. 22 Packet Pg. 259 of 474 Page 1 of 2 2 6 3 9 ATTACHMENT C 375 Hamiton Ave, 26PLN-00050 Table 1: COMPARISON WITH CHAPTER 18.28 (PUBLIC FACILITIES DISTRICT) Regulation Required Existing Proposed Minimum Site Area, width and depth None 29,164 square feet 29,164 square feet PF Setbacks - The minimum front, side, and rear yards in the PF public facilities district shall be equal to the respective front, side, and rear yards required in the most restrictive abutting district; provided, that no yard adjoining a street shall be less than 20 feet and that no interior yard shall be less than 10 feet. See Section 18.28.060(e) for exceptions to these development standards. Per PAMC Section 18.28.060 (e) Development Standards Exceptions: The city council may in its discretion modify the development standards in Table 2 of Section 18.28.050 and setback lines established by a special setback map under Chapter 20.08 of Title 20, to achieve community objectives for the following facilities: (1) Parking facilities, including appurtenant structures, within the Downtown and the California Avenue business district, where the parking facility is the principal use and is owned or leased, and operated or used, by the City of Palo Alto. "California Avenue business district" means that area bounded by the following streets in the City of Palo Alto: Grant Avenue to the south, El Camino Real to the west, College Avenue to the north, and Park Boulevard to the east. Minimum Front Yard (Waverley St) (2) 20 feet(2)NA 46 feet, complies per PAMC 18.28.060(e) Rear Yard (next to ATT building)10 feet(2)NA 1 foot 10 inches, complies per PAMC 18.28.060(e) Interior Side Yard (at CVS and backing Waverley addressed lots) 10 feet(2)NA 16 and 13 feet, complies per PAMC 18.28.060(e) Special Setback 7 feet on Hamilton Ave(2) NA 2 feet, complies per PAMC 18.28.060(e) Minimum yard for lot lines abutting or opposite residential districts or residential PC districts 10 feet(2)NA (not abutting 510 Waverley, CD-C(GF(P) may have residential use on upper floor) NA, complies Maximum Site Coverage 30%(3) Except that for parking facilities the maximum site coverage shall be equal to the site coverage established by the most restrictive adjacent district (CD-C has “not applicable) or 18.28.060(e) NA 23,809SF (81.64 %), complies per PAMC 18.28.060(e) Item 7 Attachment C - Zoning Consistency Analysis Item 7: Staff Report Pg. 23 Packet Pg. 260 of 474 Page 2 of 2 2 6 3 9 Maximum Total Floor Area Ratio (FAR) 1:1(3) For parking facilities the maximum floor area ratio shall be equal to the floor area ratio established by the most restrictive adjacent district (CD-C allows 1.0:1 FAR – 100% floor area) or 18.28.060(e) NA 117,168 SF (4.01:1), complies per PAMC 18.28.060(e) Max. Building Height 50 feet or 35 feet when located within 150 feet of residentially zoned property NA 68 feet and 6 inches to top of the photo voltaic (PV) roof; 60 feet and 5 inches to the railing; 73 feet to top of elevator, complies per PAMC 18.28.060(e) Daylight Plane At abutting residential property line, taken at 10 feet and angled in at a slope of 1:2 NA NA Employee Showers NA NA NA Notes (2) The minimum front, side, and rear yards in the PF public facilities district shall be equal to the respective front, side, and rear yards required in the most restrictive abutting district; provided, that no yard adjoining a street shall be less than 20 feet and that no interior yard shall be less than 10 feet. See Section 18.28.060(e) for exceptions to these development standards. (3) Provided that, for parking facilities the maximum floor area ratio and site coverage shall be equal to the floor area ratio and site coverage established by the most restrictive adjacent district. See Section 18.28.060(e) for exceptions to these development standards. Table 2: CONFORMANCE WITH CHAPTER 18.52 (Off-Street Parking and Loading) for Public Facilities* Type Required Existing Proposed Vehicle Parking To be determined by Director 86 265 Bicycle Parking To be determined by Director 0 42 long term bicycle spaces Loading Space To be determined by Director 0 Not provided Item 7 Attachment C - Zoning Consistency Analysis Item 7: Staff Report Pg. 24 Packet Pg. 261 of 474 watrydesign.com Aug 10th 2026 City of Palo Alto Department of Planning & Community Environment 250 Hamilton Avenue, 5th floor Palo Alto, CA 94303 Re: 375 Hamilton Avenue, Downtown Parking Garage, ARB Review Project Description To Planning Staff and ARB Members: Attached is the ARB submittal package for 375 Hamilton Avenue, the proposed Downtown Parking Garage. The applicant is Watry Design Group, with Hayes Group Architects, on behalf of our client, the City of Palo Alto. This package includes the site survey, contextual photos, the proposed floor plans, elevations, sections, perspectives, lighting plans, landscape plans, and turning studies. 1. EXISTING CONDITIONS The site is located at the east corner of Hamilton Avenue and Waverley Street. The rear of the site adjoins the ‘Lane 21 alley’. The surrounding vicinity is a mix of downtown retail and office uses. Southwest of the property, at 345 Hamilton, is the four-story AT&T central office. Northwest along Waverley are several one and two-story retail buildings, including historic buildings at 526 and 510 Waverley. Across Hamilton to the Southeast is the historic two-story Post Office. Across Waverley to the Northeast is the All Saints Episcopal Church. This site is more than 150 feet from any residentially zoned properties. The zone district is PF: Public Facility. This district has no setbacks or maximum site coverage requirements. There is a special setback of seven feet along the Hamilton Avenue property line. There are no existing easements on the site. The site area is 29,164 SF. The site is currently a surface-level parking lot. Arborist Report identifies eight trees on the property, including one protected Coast Live Oak. The occupants of 526, 550 and 560 Waverley travel across this site to access the backs of their buildings and pick up trash and recycling. 2. 2018 GARAGE PROJECT Between 2017 and 2018 the project team met several times with the Architectural Review Board to review a similar parking garage on this site. That design included five-stories + underground parking, had a retail space at Waverley, and didn’t dedicate land for future housing. The garage featured similar design elements and materials as our proposed project. The Architectural Review Board unanimously recommended approval of the garage on July 19th, 2018. 3. PROPOSED PROJECT On April 14, 2025, Council directed staff to proceed with preliminary design and environmental review a new parking garage, featuring six levels of above-ground parking with a reserved area to allow for future construction of affordable housing. The proposed garage shall extend to the property line at Hamilton. It will stop 46 feet from the property line at Waverley to leave a large pedestrian plaza, the site of future housing. The garage is set back at the 345 Hamilton property line to separate the two structures. Item 7 Attachment D - Applicant's Project Description Item 7: Staff Report Pg. 25 Packet Pg. 262 of 474 Project Page 2 of 3 WDI 16-138A Aug 10, 2026 watrydesign.com At the north property line, shared with 560 Waverley, the edge of the garage shall be ten feet back from the property line. This allows openings for natural ventilation into the parking garage, allows light to reach the existing windows at 560 Waverley, and creates a ‘paseo’ to the central stair and elevator. Behind the Waverley retail buildings, the garage shall be sixteen feet from the property line. This allows access to the back sides of the Waverley businesses for egress. The parking garage shall be six stories, including parking at the roof level. Part of roof level will be covered with photovoltaic panels. The height of the structure will be 59’-11” (to the top of rail) and 68’-0” (to the top of PV). The main vehicle entry / exit shall be on Hamilton Avenue near the south corner of the lot. The primary stairs and elevator core opening into the paseo shall provide access to all levels. A second stair is also provided at the Hamilton corner. The sides of the parking garage shall be substantially open for natural ventilation. Areas for landscaping, including planted areas and green walls, are provided at Hamilton, Waverley and the Paseo. New street trees along Hamilton and Waverley shall be coordinated with Palo Alto Urban Forestry. This project will be constructed to accommodate photovoltaic panels at the roof. This ARB package includes design of the corner plaza connecting the paseo and a further development of selected building façade from preliminary ARB. Façade of the parking garage will also incorporate Amy Landesberg’s work, who was chosen by Palo Alto’s public art department. Art will be developed during the design of the garage. 4. PARKING & BICYCLE SPACES This project shall include 265 total parking spaces. These include 7 Non-EV accessible spaces and 3 EV accessible spaces. A total of 42 stalls shall be provided with Electric Vehicle chargers. A long term bike storage space shall be entered along the paseo, allowing separation of vehicular and bicycle traffic. This space shall be approximately 650 square feet and has space for about 52 bicycles, 2 cargo bikes and a bike repair station. Additional short-term bicycle storage can be provided at the sidewalk along Hamilton Avenue. 5. TRASH, COMPOST AND RECYCLING A common refuse storage room shall be at Lane 21. This room shall be approximately 220 square feet. It will serve 560 Waverley. There is also a separate Grease Bin enclosure provided for 560 Waverly which is approximately 50 square feet. 6. GREEN BUILDING STANDARDS This project shall satisfy requirements for the Palo Alto Energy Reach Code, New Construction. This project shall satisfy requirements for the Palo Alto CalGreen and EnergyStar Ordinance, New Construction and Addition Projects greater than 10,000 square feet. We look forward to staff review and an Architectural Review Board hearing so that we can proceed with the development of this project. Please call us at 408-483-4085 if you have any questions. Item 7 Attachment D - Applicant's Project Description Item 7: Staff Report Pg. 26 Packet Pg. 263 of 474 Project Page 3 of 3 WDI 16-138A Aug 10, 2026 watrydesign.com Sincerely, Gordon Knowles Principal Watry Design Inc. Ken Hayes Principal Hayes Group Architects Item 7 Attachment D - Applicant's Project Description Item 7: Staff Report Pg. 27 Packet Pg. 264 of 474 ATTACHMENT E Project Plans In order to reduce paper consumption, a limited number of hard copy project plans are provided to City Council members for their review. The same plans are available to the public, at all hours of the day, via the following online resources. Directions to review project plans and environmental documents online: 1. Go to: paloalto.gov/PermitView 2. Search for “375 Hamilton Ave” and open the record by clicking on the blue dot 3. Review the record details on the left side and open the “more details” option 4. Use the “Records Info” drop down menu and select “Attachments” 5. You will find links to the project plans, environmental documents, and other important information Direct Link to Project Webpage: https://www.paloalto.gov/Departments/Planning-Development-Services/Current- Planning/Projects/375-Hamilton-Ave Item 7 Attachment E - Project Plans and EIR Addendum Item 7: Staff Report Pg. 28 Packet Pg. 265 of 474 9 5 6 7 City Council Staff Report From: City Manager Report Type: ACTION ITEMS Lead Department: Administrative Services Meeting Date: September 14, 2026 Report #:2603-6100 TITLE Refinancing of the 2009A Water Revenue Bonds, Series A; Adoption of a Resolution Authorizing the Issuance and Sale of Tax-Exempt Water Revenue Refunding Bonds in a Principal Amount Not-to-Exceed $20,000,000, Approval of the Official Notice of Sale, Indenture of Trust, Official Statement, Irrevocable Refunding Instructions, and Related Documents; CEQA Status - Not a Project RECOMMENDATION The Finance Committee recommends that the City Council: 1. Authorize staff to refinance the outstanding City of Palo Alto Water Revenue Bonds, 2009 Series A through the issuance of Water Revenue Refunding Bonds in a principal amount not to exceed $20,000,000; and 2. Approve the Official Notice of Sale, Indenture of Trust, Official Statement, Irrevocable Refunding Instructions, and authorize official actions and related documents thereto. EXECUTIVE SUMMARY Approve the refinancing of the outstanding Water Revenue Bonds, 2009 Series A (“2009 Bonds”) through the issuance of Water Revenue Refunding Bonds, 2026 Series A (“2026 Refunding Bonds”) as recommended by the Finance Committee. Refunding the2009 Bonds achieves three objectives. Refinancing the 2009 Bonds delivers three strategic benefits: it eliminates the Availability Reserve requirement that obligates the Water, Gas, and Electric Funds; it provides significantly greater flexibility for the Electric Fund to finance future capital needs; and it removes the City’s exposure to ongoing federal interest subsidy sequestration risk. First, refinancing the 2009 Bonds removes the 2009 Bonds’ Available Reserve requirement, which currently obligates the Water, Gas, and Electric Funds to collectively maintain reserve levels that are atypically high for modern utility financing structures. Refunding this debt realigns the security to be pledged with the Water Utility only. Item 8 Item 8 Staff Report Item 8: Staff Report Pg. 1 Packet Pg. 266 of 474 9 5 6 7 Second, this covenant constrains the Electric Fund’s ability to issue new debt—particularly limiting the City’s capacity to move forward with the Electric Grid Modernization project. Refinancing the 2009 Bonds will eliminate this restrictive Available Reserves covenant and provide the Electric Fund with the flexibility to issue future revenue bonds without being subject to burdensome reserve funding requirement. 1. However fluctuating interest rates may drive the net present value savings percentage below 3%. When applying a 15-basis point cushion, the net present value savings decreases to 2.42%. The savings guideline may be waived by the Chief Financial Officer if the restructuring is in the City’s overall best financial interest. The advantages position the City for stronger long-term financial management. The Finance Committee recommends this refinancing action to the City Council, including authorization to issue the 2026 Refunding Bonds (in a principal not-to-exceed $20,000,000), approve the Official Notice of Sale, Irrevocable Refunding Instructions, and direct related actions. BACKGROUND 2, the City Council authorized the issuance of 2009 Bonds to construct a 2.5- million-gallon underground water reservoir and pump station to meet emergency water supply and storage needs. In addition to the water reservoir, the project included the construction of several emergency supply wells, and the upgrade of five existing wells and the Mayfield Pump Station. 1 City of Palo Alto Debt Policy, Adopted April 11, 2017: https://www.paloalto.gov/files/assets/public/v/1/administrative-services/adopted-debt-policy-2017-04-11.pdf 2 City Council, July 27, 2009, Staff Report ID: 328:09: https://recordsportal.paloalto.gov/WebLink/DocView.aspx?id=69894&dbid=0&repo=PaloAlto&searchid=bb59c57b -3fc4-403b-a39f-a6fd9690fa51 Item 8 Item 8 Staff Report Item 8: Staff Report Pg. 2 Packet Pg. 267 of 474 9 5 6 7 America Bonds” (“BABs”) under the provisions of the American Recovery and Reinvestment Act of 2009 (“Act”). The Act entitles the City to receive a cash subsidy payment from the United States Treasury equal to 35% of the interest payment on the 2009 Bonds. 5. 6, staff presented this refinancing proposal to the Finance Committee; the Committee supports this refinancing proposal (2-0-1 Council member Burt absent). ANALYSIS Debt Structure, Policy, and Administration 5 Policy & Services Committee, April 14, 2026, Staff Report ID: 2509-5177: https://recordsportal.paloalto.gov/WebLink/DocView.aspx?id=87357&dbid=0&repo=PaloAlto&searchid=ac21168e -fd89-4dc5-a105-b765951405b5 6 Finance Committee, August 18, 2026, Staff Report ID: 2603-6099: https://recordsportal.paloalto.gov/WebLink/DocView.aspx?id=897180&dbid=0&repo=PaloAlto Item 8 Item 8 Staff Report Item 8: Staff Report Pg. 3 Packet Pg. 268 of 474 9 5 6 7 a public auction process where an issuer advertises its bonds, accepts electronic bids from multiple underwriting firms, and awards the issue to the bidder offering the lowest true interest cost. Table 1: Estimated Refunding Results (rates as of August 24, 2026) Refunding Par (principal amt. of new bonds) $14,590,000 Refunded Par (principal amt. of 2009A Water Bonds) $17,540,000 $ Est. Net Present Value Savings $547,708 % Est. Net Present Value Savings 3.12% True Interest Cost (TIC)3.07% First Maturity June 1, 2027 Final Maturity June 1, 2035 1 stipulates that the savings guideline may be waived by the Chief Financial Officer upon determining that such a restructuring is in the City’s overall best financial interest. Based on rates as of August 24, 2026, this transaction does satisfy the minimum threshold for refunding transactions, however changes in market conditions between Council approval and final sale may change the estimated net present value savings. As discussed in the Executive Summary section of this report, there are significant benefits to the City to removing the bond reserve covenants especially for the Electric Utility and staff highly recommends pursuing this refunding. Item 8 Item 8 Staff Report Item 8: Staff Report Pg. 4 Packet Pg. 269 of 474 9 5 6 7 Rating Agency Presentation 9. In addition to enabling the lowest possible borrowing costs, the rating reflects the City’s disciplined financial and operational management throughout the year – including prudent oversight of pension obligations, long-range capital planning, and consistent clean financial statement audit opinions – all of which contribute to strong market confidence. S&P also highlighted the City’s exceptional economic base and low debt levels and robust liquidity in the Water Fund. Refinancing Mechanics 10 to sell the 2026 Refunding Bonds. The settlement or closing of the bond sale is expected to occur in early October 2026. PFM will assist the City in receiving and evaluating bids from underwriters for the bonds and in selecting the optimal bid. Underwriters are investment-banking firms, and the underwriter selected will resell the bonds to investors, including mutual funds, insurance companies, and high net worth individuals. The underwriter with a bid resulting in the lowest true interest cost (“TIC”) to the City will be selected on the sale date. TIC is based on the present value of future debt service payments of the 2026 Refunding Bonds and considers the proposed interest rates and underwriting costs. 9 S&P Global, August 17, 2026: Palo Alto, CA Series 2026A Water Revenue Refunding Bonds Rated ‘AAA’; Outlook Stable: https://www.spglobal.com/ratings/en/regulatory/article/-/view/sourceId/101702163 10 See California Government Code, section 53635.7: https://codes.findlaw.com/ca/government-code/gov-sect- 53635-7/ Item 8 Item 8 Staff Report Item 8: Staff Report Pg. 5 Packet Pg. 270 of 474 9 5 6 7 1.Official Notice of Sale (Attachment B): this document will be distributed to investors along with the Preliminary Official Statement described below, and it details the bond sale parameters and bid requirements. 2.Indenture of Trust (Attachment C): outlines the responsibilities of the City and the Trustee with respect to the receipt of the 2026 Refunding Bond proceeds from the underwriter, disbursement of proceeds of the 2026 Refunding Bonds to refinance the 2009 Bonds, and payment of debt service on the 2026 Refunding Bond. The Indenture of Trust will be executed at bond closing which is expected to occur on October 6, 2026. 3.Preliminary Official Statement (POS) (Attachment D): the City will distribute a disclosure document – called an Official Statement – that describes the terms and security (most notably the revenues, expenses, and net revenues of the Water Utility) of the 2026 Refunding Bonds. A Preliminary Official Statement (“POS”) will be approved by Council in “nearly final” form; it will be substantially complete, except for the interest rates and amount of final numbers which will result from the sale of the 2026 Refunding Bonds. The POS will be circulated to the potential investors prior to the pricing of the 2026 Refunding Bonds After the 2026 Refunding Bonds have been sold to the underwriter, the City will distribute a final Official Statement that will include final pricing information, including principal amount, interest rate, and pre-payment terms. Appendix F to the POS is the Continuing Disclosure Certificate, under which the City will agree to provide certain financial and operating data of the type included in the POS to owners of the 2026 Refunding Bonds on an annual basis, and information about certain enumerated events when they occur. 4.Irrevocable Refunding Instructions Agreement (Attachment E): this document directs U.S. Bank Trust Company, National Association, as trustee for the 2009 Bonds (“2009 Trustee”) to apply amounts held by the 2009 Trustee (including proceeds of the 2026 Refunding Bonds and moneys held in the debt service reserve fund for 2009 Bonds) to redeem the 2009 Bonds and to send related notices to the owners of the 2009 Bonds. Preliminary Official Statement Federal Regulations Distribution of the Official Statement by the City is subject to federal securities laws, including the Securities Act of 1933 and the Securities Exchange Act of 1934. These laws require the Official Statement to include all facts that would be material to an investor in the 2026 Refunding Bonds. Item 8 Item 8 Staff Report Item 8: Staff Report Pg. 6 Packet Pg. 271 of 474 9 5 6 7 Material information is information that there is a substantial likelihood would have actual significance in the deliberations of the reasonable investor when deciding whether to buy or sell the 2026 Refunding Bonds. If the Council concludes that the POS includes all facts that would be material to an investor in the Bonds, it must adopt a resolution that authorizes staff to execute a certificate to the effect that the Preliminary Official Statement has been “deemed final.” FISCAL/RESOURCE IMPACT STAKEHOLDER ENGAGEMENT ENVIRONMENTAL REVIEW Item 8 Item 8 Staff Report Item 8: Staff Report Pg. 7 Packet Pg. 272 of 474 9 5 6 7 ATTACHMENTS APPROVED BY: Item 8 Item 8 Staff Report Item 8: Staff Report Pg. 8 Packet Pg. 273 of 474 1 027080326 Resolution No. _____ Resolution of the Council of the City of Palo Alto Authorizing the Issuance and Sale of Water Revenue Refunding Bonds in a Principal Amount Not to Exceed $20,000,000, Approving an Indenture of Trust, Official Notice of Sale, Notice of Intention, Refunding Instructions, and Official Statement, and Authorizing Official Actions and Documents RECITALS A. The City of Palo Alto (the “City”) is a chartered city and municipal corporation organized and existing under the constitution and laws of the State of California. B. The City previously issued the $35,015,000 initial principal amount City of Palo Alto Water Revenue Bonds, 2009 Series A (the “2009 Bonds”) under Chapter 12.28 of the Palo Alto Municipal Code to finance improvements to the City’s water system (the "Water System"). C. The City is authorized under Articles 10 and 11 of Chapter 3 of Part 1 of Division 2 of Title 5 of the California Government Code (the “Refunding Law”) to issue revenue bonds for the purpose of refunding outstanding revenue bonds of the City. D. The City, after due investigation and deliberation, has determined that it is in the public interest of the City at this time to authorize the issuance of its water revenue refunding bonds (the “Bonds”) under the Refunding Law for the purpose of refunding the outstanding 2009 Bonds and to pay certain costs of issuing the Bonds. The City wishes to refund the 2009 Bonds in order to generate debt service savings, if available, and eliminate an operating reserve requirement imposed by the legal documents for the 2009 Bonds. E. The Bonds will be secured by a pledge of and lien on net revenues of the Water System. F. Staff has worked with the City’s financing team to prepare the necessary agreements and other documents, including a form of preliminary Official Statement to be distributed in connection with the marketing of the Bonds, and the City Council has reviewed the preliminary Official Statement to assure proper disclosure of all material facts relating to the Bonds that are in the personal knowledge of the members of the City Council and the City staff. G. In accordance with Government Code Section 5852.1, the City Council has obtained and wishes to disclose the information set forth in Exhibit A. NOW, THEREFORE, the Council of the City of Palo Alto RESOLVES, as follows: SECTION 1. Recitals. The Council hereby finds that the foregoing recitals are true and correct. SECTION 2. Authorization of the Bonds. The Council hereby authorizes the issuance of the Bonds under the Refunding Law in a principal amount not to exceed $20,000,000. The Bonds shall be designated the “City of Palo Alto Water Revenue Item 8 Attachment A - Resolution of the Council of the City of Palo Alto Authorizing the Issuance and Sale of Water Revenue Refunding Bonds in a Principal Amount Not to Exceed $20,000,000, Approving an Indenture of Trust, Official Notice of Sale, Notice of Intention, Refunding Instructions, and Official Statement, and Authorizing Official Actions and Documents Item 8: Staff Report Pg. 9 Packet Pg. 274 of 474 -2- Refunding Bonds, 2026 Series A,” or such other designation given them by an Authorized Officer (as defined below). The Bonds shall be dated their date of issuance and mature no later than June 1, 2035. The Bonds shall accrue interest at a fixed interest rate, and the principal of and interest on the Bonds shall be payable on the dates specified in the Indenture (defined below). The terms of redemption of the Bonds shall be set forth in the Indenture. The City Council hereby authorizes the issuance of the Bonds to refund the 2009 Bonds for the purpose of eliminating an operating reserve requirement imposed by the legal documents for the 2009 Bonds regardless of whether the refunding of the 2009 Bonds will generate debt service savings. SECTION 3. Sale of the Bonds. Staff has recommended that the Bonds be sold in a competitive sale. The Director of Administrative Services (or their designee) is hereby authorized to select a time and date at which bids will be received for the purchase of the Bonds as described in and subject to the terms and conditions of the Official Notice of Sale (defined below). The Director of Administrative Services (or their designee) is hereby authorized to award the sale of the Bonds to the bidder whose responsive bid for the Bonds results in the lowest true interest cost to the City, to be determined in accordance with the Official Notice of Sale. If, however, the Director of Administrative Services (or their designee) determines that, as a result of market conditions, the Bonds should be sold in a negotiated sale, the Director of Administrative Services (or their designee), after consultation with PFM Financial Advisors LLC (”Municipal Advisor”), Jones Hall LLP (“Bond Counsel”) and the City Attorney, may select an underwriting firm(s) (the “Underwriter”) and negotiate a bond purchase agreement with the Underwriter. SECTION 4. Notice of Sale; Notice of Intention; Bond Purchase Agreement. Staff has caused to be prepared an official notice of sale of the Bonds (the "Official Notice of Sale”) and a notice of intention to sell the Bonds (the "Notice of Intention") to be employed in a competitive sale of the Bonds, copies of which are on file with the City Clerk. The Director of Administrative Services (or their designee) is authorized and directed to cause a notice of the proposed sale of the Bonds to be published in (i) a financial publication in accordance with California Government Code Section 53692 and (ii) a newspaper of general circulation circulated within the boundaries of the City in accordance with California Government Code Section 53583. Staff has caused to be prepared a bond purchase agreement (the “Bond Purchase Agreement”) to be employed in a negotiated sale of the Bonds, a copy of which is on file with the City Clerk. The Bond Purchase Agreement, in substantially the form on file with the City Clerk, is hereby approved, together with any changes therein or additions thereto deemed advisable by the Mayor, the City Manager and the Director of Administrative Services (the “Authorized Officials”; each, an “Authorized Official”), each acting alone. The final form of the Bond Purchase Agreement shall be executed in the name and on behalf of the City by an Authorized Official, and such execution shall be conclusive evidence of the approval of the final form thereof. Item 8 Attachment A - Resolution of the Council of the City of Palo Alto Authorizing the Issuance and Sale of Water Revenue Refunding Bonds in a Principal Amount Not to Exceed $20,000,000, Approving an Indenture of Trust, Official Notice of Sale, Notice of Intention, Refunding Instructions, and Official Statement, and Authorizing Official Actions and Documents Item 8: Staff Report Pg. 10 Packet Pg. 275 of 474 -3- SECTION 5. Indenture of Trust. The Bonds shall be issued pursuant to an Indenture of Trust (the “Indenture”), by and between the City and U.S. Bank Trust Company, National Association, as trustee (the "Trustee"). As provided in the Indenture, the Bonds shall be secured by the Net Revenues (as that term is defined in the Indenture) of the Water System. The Indenture, in substantially the form on file with the City Clerk, is hereby approved, together with any changes therein or additions thereto deemed advisable by the Authorized Officials, each acting alone. The final form of the Indenture shall be executed in the name and on behalf of the City by an Authorized Official, and such execution shall be conclusive evidence of the approval of the final form thereof. The City Clerk is hereby authorized and directed to attest to the Authorized Official’s signature. SECTION 6. Preliminary Official Statement; Official Statement. Staff has caused to be prepared a preliminary Official Statement relating to the Bonds, a copy of which is on file with the City Clerk, for distribution to potential purchasers of the Bonds. The City Council hereby approves and deems nearly final within the meaning of Rule 15c2-12 of the Securities Exchange Act of 1934 (the “Rule”) the preliminary Official Statement describing the Bonds, in the form on file with the City Clerk, together with such modifications thereof as may be approved by an Authorized Official after consultation with Stradling Yocca Carlson & Rauth LLP (“Disclosure Counsel”), the Municipal Advisor, the Bond Counsel and the City Attorney. An Authorized Official is hereby authorized to execute an appropriate certificate stating the Council's determination that the preliminary Official Statement has been deemed nearly final within the meaning of the Rule. The Municipal Advisor is hereby authorized and directed to cause copies of the preliminary Official Statement to be printed and mailed to prospective bidders for the Bonds, together with copies of the Official Notice of Sale, which Official Notice of Sale, in substantially the form on file with the City Clerk, is hereby approved. The Authorized Officials, each acting alone, are hereby authorized and directed, upon consultation with the Municipal Advisor, Disclosure Counsel, Bond Counsel and the City Attorney, to approve such changes to the preliminary Official Statement as shall be necessary to cause such preliminary Official Statement to be brought into the form of a final Official Statement, and an Authorized Official is hereby authorized and directed to execute and deliver copies of the final Official Statement to the purchaser of the Bonds, at the time of delivery of the Bonds. SECTION 7. Escrow Agreement; Refunding Instructions. The City Council hereby authorizes the Authorized Officials, each acting alone, to execute a refunding instruction or escrow deposit and trust agreement to accomplish the refunding of the 2009 Bonds, and such execution shall be conclusive evidence of the approval of the final form thereof. SECTION 8. Preparation of Bonds. The Director of Administrative Services (or their designee) is directed to cause the Bonds to be prepared in the form set forth in, and in accordance with the provisions of, the Indenture of Trust and to cause their execution by the proper officers of the City and authentication by the Trustee, and to cause the Bonds to be delivered when so executed and authenticated to or on behalf of the purchaser or purchasers thereof, upon the receipt of the purchase price therefor. Item 8 Attachment A - Resolution of the Council of the City of Palo Alto Authorizing the Issuance and Sale of Water Revenue Refunding Bonds in a Principal Amount Not to Exceed $20,000,000, Approving an Indenture of Trust, Official Notice of Sale, Notice of Intention, Refunding Instructions, and Official Statement, and Authorizing Official Actions and Documents Item 8: Staff Report Pg. 11 Packet Pg. 276 of 474 -4- SECTION 9. Additional Authority. The Mayor, Vice Mayor, City Manager, City Clerk, Director of Administrative Services, Director of Utilities, Director of Public Works, City Attorney and any and all other officers of the City, each acting alone, are authorized and directed in the name and on behalf of the City to execute and deliver any and all certificates, requisitions, agreements, notices, consents, warrants and other documents, which they or any of them might deem necessary or appropriate in order to consummate the lawful issuance, sale and delivery of the Bonds to the original purchaser thereof. SECTION 10. Exemption from CEQA. The City Council finds that this resolution and the issuance of the Bonds are not projects under Section 21065 of the California Environmental Quality Act. SECTION 11. Effective Date. This resolution shall be effective upon the date of its adoption. * * * * * * INTRODUCED AND PASSED: AYES: NOES: ABSENT: ABSTENTIONS: ATTEST: _________________________________ City Clerk APPROVED AS TO FORM: By: Christopher K. Lynch, Jones Hall LLP Bond Counsel _________________________________ Mayor APPROVED: City Manager Director of Administrative Services City Attorney Item 8 Attachment A - Resolution of the Council of the City of Palo Alto Authorizing the Issuance and Sale of Water Revenue Refunding Bonds in a Principal Amount Not to Exceed $20,000,000, Approving an Indenture of Trust, Official Notice of Sale, Notice of Intention, Refunding Instructions, and Official Statement, and Authorizing Official Actions and Documents Item 8: Staff Report Pg. 12 Packet Pg. 277 of 474 027080326 EXHIBIT A GOVERNMENT CODE SECTION 5852.1 DISCLOSURE The following information consists of estimates that have been provided by the Municipal Advisor, which has been represented by such party to have been provided in good faith: (A) True Interest Cost with respect to the Bonds: 2.923608%. (B) Finance Charge with respect to the Bonds (Sum of all fees paid to third parties): $288,827.25. (C) Net Proceeds to be Received from the sale of the Bonds (net of finance charges, reserves and capitalized interest, if any): $15,680,257.80. (D) Total Payment Amount Through Maturity: $18,208,013.89. The foregoing estimates constitute good faith estimates based on a refinancing of the 2009 Bonds. The principal amount of the Bonds, the true interest cost of the Bonds, the finance charges thereof, the amount of proceeds received therefrom and total payment amount with respect thereto may differ from such good faith estimates due to (a) the actual date of the sale of the Bonds being different than the date assumed for purposes of such estimates, (b) the actual principal amount of Bonds sold being different from the estimated amount used for purposes of such estimates, (c) the actual amortization of the Bonds being different than the amortization assumed for purposes of such estimates, (d) the actual market interest rates at the time of sale of the Bonds being different than those estimated for purposes of such estimates, (e) other market conditions, (f) alterations in the City’s financing plan, or a combination of such factors and (g) the treatment of the interest with respect to the Bonds under federal tax law. The actual date of sale of the Bonds and the actual principal amount of Bonds sold will be determined by the City based on the timing of the need for proceeds of the Bonds and other factors. The actual interest rates borne by the Bonds will depend on market interest rates at the time of sale thereof. The actual amortization of the Bonds will also depend, in part, on market interest rates at the time of sale thereof. Market interest rates are affected by economic and other factors beyond the control of the City. Item 8 Attachment A - Resolution of the Council of the City of Palo Alto Authorizing the Issuance and Sale of Water Revenue Refunding Bonds in a Principal Amount Not to Exceed $20,000,000, Approving an Indenture of Trust, Official Notice of Sale, Notice of Intention, Refunding Instructions, and Official Statement, and Authorizing Official Actions and Documents Item 8: Staff Report Pg. 13 Packet Pg. 278 of 474 OFFICIAL NOTICE OF SALE $14,500,000* CITY OF PALO ALTO Water Revenue Refunding Bonds, 2026 Series A NOTICE IS HEREBY GIVEN by the City Council of the City of Palo Alto (the “City”), that that all-or-none bids will be received by a representative of the City for the purchase of $14,500,000* principal amount of bonds of the City designated the “City of Palo Alto Water Revenue Refunding Bonds, 2026 Series A” (the “Bonds”). All bids must be submitted via BiDCOMPTM/Parity® (“Parity®”), the electronic bidding system, up to the time and at the place specified as follows: DATE: TUESDAY, SEPTEMBER 22, 2026 TIME: 9:00 A.M. CALIFORNIA TIME Bids for the purchase of the Bonds will be received and considered subject to the terms and conditions described herein. Please note that the City reserves the right to cancel or reschedule the sale of the Bonds. Notice of any change of the date or time of the sale will be communicated through Parity, and bids will be received in the manner set forth above at the rescheduled date and time as the City may determine. AUTHORITY FOR THE BONDS The Bonds will be issued under the provisions of a Resolution adopted by the City Council of the City on September 14, 2026 (the “Bond Resolution”), and under Articles 10 and 11 of Chapter 3 of Part 1 of Division 2 of Title 5 of the California Government Code. The Bonds are more particularly described in the Indenture of Trust under which the Bonds will be issued (which is incorporated herein by reference) and copies thereof will be furnished to the bidder upon request. PURPOSE OF THE BONDS The City previously issued the $35,015,000 initial principal amount City of Palo Alto Water Revenue Bonds, 2009 Series A (the “2009 Bonds”) to finance improvements to the City’s water system (the "Water System"), and the City is issuing the Bonds to refund the outstanding 2009 Bonds. A portion of the proceeds of the Bonds will also be applied to pay the costs of issuing the Bonds. SECURITY FOR THE BONDS The Bonds are revenue bonds of the City, payable from and secured by a pledge of and lien on the net revenues of the Water System. There are no outstanding obligations payable from net revenues of the Water System. The City has the right to issue parity obligations in the future. Bidders are referred to the Preliminary Official Statement relating to the Bonds for further details regarding the security and sources of payment for the Bonds. * Preliminary; subject to change. Item 8 Attachment B -Official Notice of Sale, Water Revenue Refunding Bonds, 2026 Series A Item 8: Staff Report Pg. 14 Packet Pg. 279 of 474 2 The City will not establish a debt service reserve fund for the Bonds. TERMS OF THE BONDS ISSUE; BOOK-ENTRY FORM: The Bonds will be issued in the form of fully registered Bonds without coupons. The Bonds will be issued in a book-entry only system with no physical distribution of the Bonds made to the public. The Depository Trust Company, New York, New York (“DTC”), will act as depository for the Bonds which will be immobilized in its custody. The Bonds will be registered in the name of Cede & Co., as nominee for DTC, on behalf of the participants in the DTC system and the subsequent beneficial owners of the Bonds. DATE OF THE BONDS: The Bonds will be dated as of their original delivery, and will be issued in minimum denominations of $5,000. MATURITIES: The Bonds will mature, or be subject to mandatory sinking fund redemption, on June 1 in each of the years, and in the amounts, as set forth in the following table. The final principal amount of the Bonds, and the final amount of each maturity of the Bonds, is subject to increase or decrease as described below under the heading “Adjustment of Principal Amounts”. Each bidder must specify in its bid whether, for any particular year, the Bonds will mature or, alternately, be subject to mandatory sinking fund redemption in such year. Maturity Date (June 1) Principal mount 2027 $1,205,000 2028 1,285,000 2029 1,375,000 2030 1,480,000 2031 1,585,000 2032 1,695,000 2033 1,820,000 2034 1,955,000 2035 2,100,000 PAYMENT PROVISIONS: Interest on the Bonds will be payable on December 1, 2026, and on June 1 and December 1 in each year thereafter (the “Interest Payment Dates”), to the registered owners by check or draft of U.S. Bank Trust Company, National Association, as trustee for the Bonds (the “Trustee”) or, in the case of the owner of Bonds in an aggregate principal amount of at least $1,000,000, at the written request of such owner by wire transfer. Principal of the Bonds will be paid upon presentation and surrender thereof at the office of the Trustee. The principal of and interest on the Bonds are payable in lawful money of the United States of America. NO OPTIONAL REDEMPTION: The Bonds are not subject to optional redemption prior to their stated maturity date. SINKING FUND REDEMPTION: Any bidder may, at its option, specify that one or more maturities of the Bonds will consist of term Bonds which are subject to mandatory sinking fund redemption in consecutive years immediately preceding the maturity thereof, as designated in the bid of such bidder. If the bid of the successful bidder specifies that any maturity of Bonds will be term Bonds, such term Bonds will be subject to mandatory sinking fund redemption on June 1 in each year so designated in the bid, in the respective amounts for such years as set forth above under the heading “MATURITIES”, at a redemption price equal to the principal amount thereof to be redeemed together with accrued interest to the redemption date, without premium. Item 8 Attachment B -Official Notice of Sale, Water Revenue Refunding Bonds, 2026 Series A Item 8: Staff Report Pg. 15 Packet Pg. 280 of 474 3 SPECIAL MANDATORY REDEMPTION FROM INSURANCE OR CONDEMNATION PROCEEDS. The Bonds shall also be subject to redemption as a whole on any date, or in part on any Interest Payment Date in inverse order of maturity and by lot within a maturity, to the extent of the Net Proceeds of hazard insurance not used to repair or rebuild the Water System or the Net Proceeds of condemnation awards received with respect to the Water System to be used for such purpose pursuant to the Indenture, at a redemption price equal to the principal amount of the Bonds plus interest accrued thereon to the date fixed for redemption, without premium. TAX-EXEMPT STATUS: In the opinion of Jones Hall LLP, San Mateo, California, Bonds Counsel, subject, however to the qualifications set forth below, under existing law, the interest on the Bonds is excluded from gross income for federal income tax purposes and such interest is not an item of tax preference for purposes of the federal alternative minimum tax. Interest on the Bonds may be subject to the corporate alternative minimum tax. In the further opinion of Bond Counsel, interest on the Bonds is exempt from California personal income taxes. Bidders are referred to the Preliminary Official Statement for a description of the proposed opinion of Bond Counsel. The opinions set forth in the preceding paragraph are subject to the condition that the City comply with all requirements of the Internal Revenue Code of 1986 (the “Tax Code”) that must be satisfied subsequent to the issuance of the Bonds in order that such interest be, or continue to be, excluded from gross income for federal income tax purposes. The City will covenant to comply with each such requirement. Failure to comply with certain of such requirements may cause the inclusion of such interest in gross income for federal income tax purposes to be retroactive to the date of issuance of the Bonds. LEGAL OPINION: The legal opinion of Jones Hall LLP, San Mateo, California, approving the validity of the Bonds, will be furnished to the purchaser of the Bonds without cost. A copy of the legal opinion will be appended to each Bond. Bidders are referred to the Preliminary Official Statement relating to the Bonds for the proposed form of Bond Counsel’s legal opinion. FURTHER INFORMATION: A copy of the Preliminary Official Statement describing the Bonds, and any other information concerning the proposed financing, will be furnished upon request to the Municipal Advisor to the City (the “Municipal Advisor”), as follows: PFM Financial Advisors LLC Attn: Fred Dilly Senior Managing Consultant Email: dillyf@pfm.com Phone: 213.415.1640 100 Montgomery Street, Suite 2150 San Francisco, CA 94104 TERMS OF SALE Important Note: This notice will be submitted to i-Deal LLC (“i-Deal”) for posting at the TM3 website and in the Parity bid delivery system. In the event i-Deal’s summary of the terms of sale of the Bonds conflicts with this Notice of Sale in any particulars, the terms of this Notice of Sale (as amended, if necessary, with notice of any amendment hereto to be given as described above) shall control. Item 8 Attachment B -Official Notice of Sale, Water Revenue Refunding Bonds, 2026 Series A Item 8: Staff Report Pg. 16 Packet Pg. 281 of 474 4 RIGHT TO CANCEL, POSTPONE OR RESCHEDULE SALE: The City reserves the right to cancel, postpone or reschedule the sale of the Bonds. Notice of any change of the date or time of the sale will be communicated through Parity. If the sale is postponed, bids will be received at the place, date and hour as set forth in the notice. Failure of any bidder to receive such notice or any other form of notice of canceled, postponed or rescheduled sale will not affect the legality or validity of any sale. FORM OF BID. All bids for the Bonds must be unconditional and for not less than all of the Bonds offered for sale. Each bid must be in accordance with the terms and conditions set forth herein. Bids will only be accepted via PARITY® (the “Bid Service” or “Parity®”) pursuant to this Notice the time and date set forth for receipt of bids. To the extent any instructions or directions set forth in PARITY® conflict with this Notice, the terms of this Notice shall control. For further information about PARITY®, potential bidders may contact the City’s municipal advisor (see the cover page of this Notice of Sale for contact information). ELECTRONIC BIDS. Only electronic bids submitted through Parity will be accepted. For further information about Parity, potential bidders may contact: IHS Markit 450 West 33rd Street New York, New York 10001 Phone: (212) 849-5023 Email: munis@ihsmarkit.com Internet address: http://www.newissuehome.i-deal.com If any provision of this Notice of Sale conflicts with information provided by the Bid Service, this Notice of Sale shall control. Each bidder submitting an electronic bid agrees by doing so that it is solely responsible for all arrangements with (including any charges by) the Bid Service and that the Bid Service is not acting as an agent of the City. Instructions for submitting electronic bids must be obtained from the Bid Service, and the City does not assume any responsibility for ensuring or verifying bidder compliance with the Bid Service’s procedures. The City shall be entitled to assume that any bid received via the Bid Services has been made by a duly authorized agent of the bidder. If a bidder submits an electronic bid for the Bonds, such bidder thereby agrees to the following terms and conditions: (i) If any provision in this Notice of Sale with respect to the Bonds conflicts with information or terms provided or required by the Bid Service, this Notice of Sale, including any amendments issued as described herein, shall control; (ii) each bidder shall be solely responsible for making necessary arrangements to access the Bid Service for purposes of submitting its bid in a timely manner and in compliance with the requirements of this Notice of Sale; (iii) the City shall not have any duty or obligation to provide or assure access to the Bid Service to any bidder, and the City shall not be responsible for proper operation of, or have any liability for, any delays, interruptions or damages caused by use of the Bid Service or any incomplete, inaccurate or untimely bid submitted by any bidder through the Bid Service; (iv) the City is using the Bid Service as a communication mechanism, and not as an agent of the City, to conduct the electronic bidding for the Bonds; (v) the Bid Service is acting as an independent contractor, and is not acting for or on behalf of the City; Item 8 Attachment B -Official Notice of Sale, Water Revenue Refunding Bonds, 2026 Series A Item 8: Staff Report Pg. 17 Packet Pg. 282 of 474 5 (vi) the City is not responsible for ensuring or verifying bidder compliance with any procedures established by the Bid Service; (vii) the City may regard the electronic transmission of a bid through the Bid Service (including information regarding the purchase price for the Bonds and interest rates for any maturity of the Bonds) as though the information were submitted and executed on the bidder’s behalf by a duly authorized signatory; (viii) if the bidder’s bid is accepted by the City, this Notice of Sale and the information that is transmitted electronically through the Bid Service shall form a contract, and the bidder shall be bound by the terms of such contract; and (ix) information provided by the Bid Service to bidders shall form no part of any bid or any contract between the winning bidder and the City unless that information is included in this Notice of Sale provided by the City. WARNING REGARDING ELECTRONIC BIDS. THE CITY WILL ACCEPT BIDS IN ELECTRONIC FORM SOLELY THROUGH PARITY®. EACH BIDDER SUBMITTING AN ELECTRONIC BID UNDERSTANDS AND AGREES BY DOING SO THAT IT IS SOLELY RESPONSIBLE FOR ALL ARRANGEMENTS WITH PARITY®, THAT THE CITY NEITHER ENDORSES NOR EXPLICITLY ENCOURAGES THE USE OF PARITY®, AND THAT PARITY® IS NOT ACTING AS AN AGENT OF THE CITY. INSTRUCTIONS AND FORMS FOR SUBMITTING ELECTRONIC BIDS MUST BE OBTAINED FROM PARITY®, AND THE CITY ASSUMES NO RESPONSIBILITY FOR ENSURING OR VERIFYING BIDDER COMPLIANCE WITH THE PROCEDURES OF PARITY®. THE CITY SHALL ASSUME THAT ANY BID RECEIVED THROUGH PARITY® HAS BEEN MADE BY A DULY AUTHORIZED AGENT OF THE BIDDER. THE CITY, THE MUNICIPAL ADVISOR AND BOND COUNSEL ASSUME NO RESPONSIBILITY FOR ANY ERROR CONTAINED IN ANY BID SUBMITTED ELECTRONICALLY, OR FOR FAILURE OF ANY BID TO BE TRANSMITTED, RECEIVED OR OPENED AT THE OFFICIAL TIME FOR RECEIPT OF BIDS. THE OFFICIAL TIME FOR RECEIPT OF BIDS WILL BE DETERMINED BY THE CITY AT THE PLACE OF BID OPENING, AND THE CITY SHALL NOT BE REQUIRED TO ACCEPT THE TIME KEPT BY PARITY® AS THE OFFICIAL TIME. MINIMUM / MAXIMUM PURCHASE PRICE: Each proposal must be for not less than all of the Bonds hereby offered for sale. The purchase price for the Bonds shall be not less than 98% of the par amount thereof. Bidders should be aware that the required purchase price is net of purchaser’s compensation and bond insurance premium (if bond insurance is obtained), which is required to be paid by the purchaser. DESIGNATION OF INTEREST RATES: Bidders may specify any number of separate interest rates, and any rate may be repeated as often as desired; provided, however, that: (i) each interest rate specified must be in a multiple of 1/20 of 1% or 1/8 of 1%; (ii) the maximum interest rate bid for any maturity shall not exceed 6% per annum; (iii) a zero rate of interest cannot be specified; (iv) interest on each Bond shall accrue from its dated date to its stated maturity date at the interest rate specified in the bid; (v) all Bonds of the same maturity date shall bear the same rate of interest; (vi) bidders may bid to purchase the Bonds from the City at a discount or with a premium; however, no bid will be considered if the bid is to purchase Bonds at an aggregate price less than 98%; and (vii) no bid will be accepted which contemplates the waiver of any interest or other concession by the bidder as substitute for payment in full of the purchase price. Item 8 Attachment B -Official Notice of Sale, Water Revenue Refunding Bonds, 2026 Series A Item 8: Staff Report Pg. 18 Packet Pg. 283 of 474 6 Bids that do not conform to the terms of this paragraph will be rejected. BASIS OF AWARD: Unless all bids are rejected as described in this Notice of Sale, the Bonds will be awarded to the responsible bidder whose bid produces the lowest true interest cost on the Bonds. The true interest cost specified in any bid will be that rate which, when used in computing the present value of principal and interest to be paid on all Bonds from the expected date of delivery (which is assumed for computational purposes to be October 6, 2026), to their respective maturity dates, or mandatory sinking fund prepayment dates in the case of term Bonds, produces an amount equal to the purchase price (including any premium or original issue discount) specified in such bid. For purposes of computing the true interest cost represented by any bid, the purchase price specified in such bid shall be equal to the par amount of the Bonds plus any premium specified in such bid, less any original issue discount, and the true interest cost shall be calculated by the use of a semiannual interval of compounding interest based on the Interest Payment Dates for the Bonds. The interest rates used in the true interest computation will be the interest rates stated in the bid. Bidders are requested to supply a calculation of the true interest cost of the Bonds to the City on the basis of their respective bids, which shall be considered as informative only and not binding on either the bidder or the City. VERIFICATION: All bids are subject to verification and approval by the City. The City has the absolute right, in its sole discretion, to deem final each bid as reported by Parity to be accurate and binding on the bidder immediately after the deadline for receipt of bids. Information or calculations provided by Parity other than the information required to be provided by the bidder in accordance with this Notice of Sale is for information purposes only and is not binding on either the bidder or the City. ALL OR NONE BID. Any prospective purchaser may submit a bid for the Bonds, provided that if any of the Bonds are bid for, then all of the Bonds must be bid for. ADJUSTMENT OF PRINCIPAL MATURITIES: The City reserves the right to increase or decrease the principal amount of any maturity of the Bonds (or, in the case of the term Bonds, the principal amount thereof which is subject to mandatory sinking fund redemption on June 1 in any year). The City will give notice of any such adjustment to the successful bidder as soon as practicable following the notification of award. No such adjustment will alter the basis upon which the best bid is determined. The winning bidder may not withdraw its bid or change its interest rates bid as a result of any changes made to the principal amounts. The City will attempt to maintain the percentage of bidder compensation when adjusting maturities RIGHT OF REJECTION: The City reserves the right, in its discretion, to reject any and all bids and to the extent not prohibited by law to waive any irregularity or informality in any bid. PROMPT AWARD: A representative of the City has been authorized to accept the best responsible bid for the purchase of the Bonds and to accept such bid, for and in the name of the City, by notice to the successful bidder. If two or more bids setting forth identical interest rates and premium, if any, are received, such officer may exercise discretion and judgment in making the award and may award the Bonds on a pro rata basis in such denominations as he or she determines. Such authorized representative of the City may also reject any and all bids and waive any irregularity or informality in any bid. Sale of the Bonds will be awarded or all bids will be rejected not later than 24 hours after the expiration of the time prescribed for the receipt of proposals unless such time of award is waived by the successful bidder; provided, that the award may be made after the expiration of the specified time if the bidder does not notify the City in writing of the withdrawal of its proposal. Item 8 Attachment B -Official Notice of Sale, Water Revenue Refunding Bonds, 2026 Series A Item 8: Staff Report Pg. 19 Packet Pg. 284 of 474 7 PLACE OF DELIVERY; CANCELLATION FOR LATE DELIVERY: It is expected that the Bonds will be delivered to DTC for the account of the successful bidder on October 6, 2026. The successful bidder has the right, at the successful bidder’s option, to cancel the contract of purchase if the Bonds are not tendered for delivery within 60 days from the date of the sale thereof. In such event, the successful bidder will be entitled to the return of the deposit accompanying the bid (see “GOOD FAITH DEPOSIT” below). PAYMENT OF PURCHASE PRICE: The successful bidder will be required to pay the purchase price (less the amount of the good faith deposit described in “GOOD FAITH DEPOSIT” below) of the Bonds in funds which are immediately available to the Trustee. Such payment shall be made on the date of original delivery of the Bonds by the City to DTC. GOOD FAITH DEPOSIT: A good faith deposit for the Bonds in the amount of $500,000 (the “Good Faith Deposit”) must be provided by the successful bidder. The Good Faith Deposit must be submitted by wire transfer (as described below). The Bonds will not be officially awarded to a bidder who has not submitted a Good Faith Deposit. Upon the determination by the City of the successful bidder, the City’s municipal advisor will request the successful bidder to (i) immediately wire the Good Faith Deposit to the Trustee, which will be provided to the successful bidder by the City, and (ii) provide, within ninety (90) minutes of such request, the Federal wire reference number of such Good Faith Deposit to the City’s municipal advisor by email (dillyf@pfm.com). In the event that the successful bidder does not wire the Good Faith Deposit as required, or does not provide the Federal wire reference number confirming the wire-transfer of such deposit to the municipal advisor within the time specified above, the City may reject the bid of the successful bidder and may award the Bonds to a responsible bidder that submitted a confirming bid that represents the next lowest true interest cost to the City. No interest will be paid upon a Good Faith Deposit made by a successful bidder. Upon receipt of the Good Faith Deposit by the City, the Good Faith Deposit will immediately become the property of the City. The Good Faith Deposit will be held and invested for the exclusive benefit of the City. The Good Faith Deposit, without interest thereon, will be credited against the purchase price of the Bonds purchased by the successful bidder at the time of delivery thereof. If the purchase price is not paid in full upon tender of the Bonds, the City shall retain the Good Faith Deposit and the successful bidder will have no right in or to the Bonds or to the recovery of its Good Faith Deposit, or to any allowance or credit by reason of such deposit, except pursuant to a right of cancellation. See “PLACE OF DELIVERY; CANCELLATION FOR LATE DELIVERY.” In the event of nonpayment of the purchase price for the Bonds by the successful bidder, the City reserves any and all rights granted by law to recover the full purchase price of the Bonds and, in addition, any damages suffered by the City. CUSIP NUMBERS: It is anticipated that CUSIP numbers will be printed on the Bonds, but neither the failure to print such numbers on any Bonds nor any error with respect thereto will constitute cause for a failure or refusal by the purchaser to accept delivery of and pay for the Bonds in accordance with the terms hereof. All expenses in relation to the printing of CUSIP numbers on the Bonds will be paid for by the City, except that the CUSIP Service Bureau charge for the assignment of said numbers will be the sole responsibility of and shall be paid for by the purchaser. The purchaser shall also notify the CUSIP Service Bureau as to the final structure of the Bonds awarded to such purchaser. QUALIFICATION FOR SALE; BLUE SKY. Compliance with blue sky laws shall be the sole responsibility of the purchaser. The City will furnish such information and take such action not inconsistent with law as the purchaser may request and the City shall deem necessary or appropriate to qualify the Bonds for offer and sale under the blue sky or other securities laws and regulations of such states and other jurisdictions of the United States of America as may be Item 8 Attachment B -Official Notice of Sale, Water Revenue Refunding Bonds, 2026 Series A Item 8: Staff Report Pg. 20 Packet Pg. 285 of 474 8 designated by the purchaser; provided, however, that the City shall not execute a general or special consent to service of process or qualify to do business in connection with such qualification or determination in any jurisdiction. The purchaser will not offer to sell or solicit any offer to buy the Bonds in any jurisdiction where it is unlawful for such bidder to make such offer, solicitation or sale, and the bidder shall comply with the blue sky and other securities laws and regulations of the states and jurisdictions in which the bidder sells the Bonds. CALIFORNIA DEBT AND INVESTMENT ADVISORY COMMISSION FEES: All fees payable to the California Debt and Investment Advisory Commission in connection with the issuance of the Bonds are the sole responsibility of the purchaser of the Bonds. ESTABLISHMENT OF ISSUE PRICE FOR THE BONDS: By submitting a bid, the purchaser confirms that each maturity of the Bonds has been or will be offered to the public on or before the date of award at the offering price or prices (the “initial offering price”), or at the corresponding yield or yields, set forth in the bid submitted by the purchaser. By submitting a bid, the purchaser agrees to assist the City and Special Counsel in establishing the issue price of the Bonds. Prior to delivery of the Bonds, the purchaser shall be required to provide to the City a reoffering price certification in form and substance similar to either the certificate attached as Appendix A to this Notice of Sale (if the “competitive sale requirements” described below have been met), the certificate attached as Appendix B to this Notice of Sale (if the competitive sale requirements have not been met and the purchaser elects to use the 10% test to determine the issue price), or the certificate attached as Appendix C to this Notice of Sale (if the competitive sale requirements have not been met and the purchaser elects to use the hold- the-offering rule to determine the issue price). The Bonds actually delivered will have such modifications as may be appropriate or necessary, in the reasonable judgment of the purchaser, the City and Special Counsel to accurately reflect, as applicable, the role of the signatory and the sales price or prices or the initial offering price or prices to the public of the Bonds. In addition, based on reasonable requests of Special Counsel, the purchaser will provide information regarding its sales of the Bonds. For purposes of this paragraph, sales of the Bonds to other securities brokers or dealers will not be considered sales to the general public. Competitive Sale Requirements Satisfied. The City intends that the provisions of Treasury Regulation Section 1.148-1(f)(3)(i) (defining “competitive sale” for purposes of establishing the issue price of the Bonds) will apply to the initial sale of the Bonds (the “competitive sale requirements”) because: (1) the City shall disseminate this Notice of Sale to potential underwriters in a manner that is reasonably designed to reach potential underwriters; (2) all bidders shall have an equal opportunity to bid; (3) the City may receive bids from at least three underwriters of municipal bonds who have established industry reputations for underwriting new issuances of municipal bonds; and (4) The City anticipates awarding the sale of the Bonds to the bidder who submits a firm offer to purchase the Bonds at the lowest true interest cost, as set forth in this Notice of Sale. Any bid submitted pursuant to this Notice of Sale shall be considered a firm offer for the purchase of the Bonds, as specified in the bid. Bids will not be subject to cancellation if the competitive sale requirements are not satisfied. Item 8 Attachment B -Official Notice of Sale, Water Revenue Refunding Bonds, 2026 Series A Item 8: Staff Report Pg. 21 Packet Pg. 286 of 474 9 If the competitive sale requirements are not satisfied, the City shall so advise the purchaser. If the competitive sale requirements are not satisfied, the purchaser shall advise the City if any maturity of the Bonds satisfies the 10% test (as defined below) as of the date and time of the award of the Bonds, and if the purchaser has elected to apply the hold-the-offering-price rule (as defined below), the purchaser shall notify the City, within one hour of the time of award of the Bonds, which maturities of the Bonds satisfy the 10% test and which maturities shall be subject to the hold-the-offering-price rule. Competitive Sale Requirements Not Satisfied – 10% Test. If the competitive sale requirements are not satisfied, and the purchaser does not elect to use the hold-the-offering-price rule, then the City shall treat the first price at which 10% of a maturity of the Bonds (the “10% test”) is sold to the public as the issue price of that maturity. Until the 10% test has been satisfied as to each maturity of the Bonds to which the 10% test shall apply, the purchaser agrees to promptly report to the City the prices at which such unsold Bonds of that maturity have been sold to the public. That reporting obligation shall continue, whether the Closing Date has occurred, until the 10% test has been satisfied as to the Bonds of that maturity or until all Bonds of that maturity have been sold. Competitive Sale Requirements Not Satisfied – Hold-the-Offering-Price Rule. If the competitive sale requirements are not satisfied, and the purchaser has elected to use the hold- the-offering-price rule, the purchaser agrees, on behalf of the underwriters participating in the purchase of the Bonds, that the underwriters will neither offer nor sell unsold Bonds of any maturity to which the hold-the-offering-price rule applies to any person at a price that is higher than the initial offering price to the public during the period starting on the sale date and ending on the earlier of the following: (1) the close of the 5th business day after the sale date; or (2) the date on which the underwriters have sold at least 10% of that maturity of the Bonds to the public at a price that is no higher than the initial offering price to the public. The purchaser shall promptly advise the City when the underwriters have sold 10% of that maturity of the Bonds to the public at a price that is no higher than the initial offering price to the public, if that occurs prior to the close of the 5th business day after the sale date. The City acknowledges that, if the purchaser has elected to use the hold-the-offering-price rule, in making the representation set forth above, the purchaser will rely on (i) the agreement of each underwriter to comply with the hold-the-offering-price rule, as set forth in an agreement among underwriters and the related pricing wires, (ii) if a selling group has been created in connection with the initial sale of the Bonds to the public, the agreement of each dealer who is a member of the selling group to comply with the hold-the-offering-price rule, as set forth in a selling group agreement and the related pricing wires, and (iii) if an underwriter is a party to a retail distribution agreement that was employed in connection with the initial sale of the Bonds to the public, the agreement of each broker-dealer that is a party to such agreement to comply with the hold-the-offering-price rule, as set forth in the retail distribution agreement and the related pricing wires. The City further acknowledges that each underwriter shall be solely liable for its failure to comply with its agreement regarding the hold-the-offering-price rule and that no underwriter shall be liable for the failure of any other underwriter, or of any dealer who is a member of a selling group, or of any broker-dealer that is a party to a retail distribution agreement to comply with its corresponding agreement regarding the hold-the-offering-price rule as applicable to the Bonds. By submitting a bid, each bidder confirms that: (i) any agreement among underwriters, any selling group agreement and each retail distribution agreement (to which the bidder is a party) relating to the initial sale of the Bonds to the public, together with the related pricing wires, contains or will contain Item 8 Attachment B -Official Notice of Sale, Water Revenue Refunding Bonds, 2026 Series A Item 8: Staff Report Pg. 22 Packet Pg. 287 of 474 10 language obligating each underwriter, each dealer who is a member of the selling group, and each broker-dealer that is a party to such retail distribution agreement, as applicable, to (A) report the prices at which it sells to the public the unsold Bonds of each maturity allotted to it until it is notified by the purchaser that either the 10% test has been satisfied as to the Bonds of that maturity or all Bonds of that maturity have been sold to the public and (B) comply with the hold-the-offering-price rule, if applicable, in each case if and for so long as directed by the purchaser and as set forth in the related pricing wires, and (ii) any agreement among underwriters relating to the initial sale of the Bonds to the public, together with the related pricing wires, contains or will contain language obligating each underwriter that is a party to a retail distribution agreement to be employed in connection with the initial sale of the Bonds to the public to require each broker-dealer that is a party to such retail distribution agreement to (A) report the prices at which it sells to the public the unsold Bonds of each maturity allotted to it until it is notified by the purchaser or such underwriter that either the 10% test has been satisfied as to the Bonds of that maturity or all Bonds of that maturity have been sold to the public and (B) comply with the hold-the-offering-price rule, if applicable, in each case if and for so long as directed by the purchaser or such underwriter and as set forth in the related pricing wires. Sales of any Bonds to any person that is a related party to an underwriter shall not constitute sales to the public for purposes of this Notice of Sale. Further, for purposes of this Notice of Sale: (i) “public” means any person other than an underwriter or a related party, (ii) “underwriter” means (A) any person that agrees pursuant to a written contract with the City (or with the lead underwriter to form an underwriting syndicate) to participate in the initial sale of the Bonds to the public and (B) any person that agrees pursuant to a written contract directly or indirectly with a person described in clause (A) to participate in the initial sale of the Bonds to the public (including a member of a selling group or a party to a retail distribution agreement participating in the initial sale of the Bonds to the public), (iii) a purchaser of any of the Bonds is a “related party” to an underwriter if the underwriter and the purchaser are subject, directly or indirectly, to (A) more than 50% common ownership of the voting power or the total value of their stock, if both entities are corporations (including direct ownership by one corporation of another), (B) more than 50% common ownership of their capital interests or profits interests, if both entities are partnerships (including direct ownership by one partnership of another), or (C) more than 50% common ownership of the value of the outstanding stock of the corporation or the capital interests or profit interests of the partnership, as applicable, if one entity is a corporation and the other entity is a partnership (including direct ownership of the applicable stock or interests by one entity of the other), and (iv) “sale date” means the date that the Bonds are awarded by the City to the purchaser. OFFICIAL STATEMENT: The City has approved a Preliminary Official Statement relating to the Bonds. Copies of such Preliminary Official Statement will be distributed to any bidder, upon request, prior to the sale in a form “deemed final” by the City for purposes of Rule 15c2-12 under the Securities Exchange Act of 1934 (the “Rule”). Within seven business days from the sale date, the City will deliver to the purchaser copies of the final Official Statement, executed by an authorized representative of the City and the City and dated the date of delivery thereof to the purchaser, in sufficient number to allow the purchaser to comply with paragraph (b)(4) of the Rule and to satisfy the Municipal Securities Rulemaking Board (the “MSRB”) Rule G-32 or any other rules adopted by the MSRB, which shall include information permitted to be omitted by paragraph (b)(1) of the Rule and such other amendments or supplements as are approved by the City (the Item 8 Attachment B -Official Notice of Sale, Water Revenue Refunding Bonds, 2026 Series A Item 8: Staff Report Pg. 23 Packet Pg. 288 of 474 11 “Final Official Statement”). The purchaser agrees that it will not confirm the sale of any Bonds unless the confirmation of sale is accompanied or preceded by the delivery of a copy of the Final Official Statement. CERTIFICATE REGARDING OFFICIAL STATEMENT: A responsible officer of the City will certify to the original purchaser of the Bonds, as a condition of closing, that based on such officer’s participation in the preparation of the Official Statement, nothing has come to his or her attention to lead him or her to believe that the Official Statement (except for certain financial statements, statistical data and other information) contains any untrue statement of a material fact or omits to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. DISCLOSURE COUNSEL NEGATIVE ASSURANCE LETTER: The firm of Stradling, Yocca, Carlson & Rauth LLP, as Disclosure Counsel to the City, will provide a letter to the original purchaser of the Bonds regarding the Official Statement. Such letter will be to the effect that during the course of Disclosure Counsel’s work with regard to the Bonds, no facts have come to their attention that cause them to believe that the Official Statement (except for any financial and statistical data and forecasts, numbers, estimates, assumptions and expressions of opinion, and information concerning the Depository Trust Company and the book-entry system) contains any untrue statement of a material fact or omits to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. NO LITIGATION CERTIFICATE: At the time of issuance of the Bonds, the City will certify there is no litigation pending concerning the validity of the Bonds, the corporate existence of the City, or the entitlement of the City officers to their respective offices, and the purchaser will be furnished a no-litigation certificate certifying to the foregoing as of and at the time of delivery of the Bonds. CONTINUING DISCLOSURE. In order to assist bidders in complying with S.E.C. Rule 15c2- 12(b)(5), the City has committed to undertake, under the Bond Resolution and a Continuing Disclosure Certificate, to provide certain annual financial information and notices of the occurrence of certain events, if material. A description of this undertaking is set forth in the Preliminary Official Statement and will also be set forth in the final Official Statement. Such Continuing Disclosure Certificate will be a document required to be delivered at closing by the City, and the failure by the City to deliver such document in form and substance acceptable to Bond Counsel and the successful bidder will relieve the successful bidder of its obligation to purchase the Bonds. GIVEN by order of the City Council of the City of Palo Alto by resolution adopted September 14, 2026. Item 8 Attachment B -Official Notice of Sale, Water Revenue Refunding Bonds, 2026 Series A Item 8: Staff Report Pg. 24 Packet Pg. 289 of 474 APPENDIX A FORM OF REOFFERING PRICE CERTIFICATE* TO BE DELIVERED IF COMPETITIVE SALE REQUIREMENTS ARE MET (I.E., 3 BIDS FROM COMPETITIVE PROVIDERS ARE RECEIVED) $____________ CITY OF PALO ALTO Water Revenue Refunding Bonds, 2026 Series A ISSUE PRICE CERTIFICATE The undersigned, on behalf of [NAME OF UNDERWRITER] (“[SHORT NAME OF UNDERWRITER]”), hereby certifies as set forth below with respect to the sale of the above- captioned obligations (the “Bonds”). 1. Reasonably Expected Initial Offering Price. (a) As of the Sale Date, the reasonably expected initial offering prices of the Bonds to the Public by [SHORT NAME OF UNDERWRITER] are the prices listed in Schedule 1 (the “Expected Offering Prices”). The Expected Offering Prices are the prices for the Maturities of the Bonds used by [SHORT NAME OF UNDERWRITER] in formulating its bid to purchase the Bonds. Attached as Schedule 1 is a true and correct copy of the bid provided by [SHORT NAME OF UNDERWRITER] to purchase the Bonds. (b) [SHORT NAME OF UNDERWRITER] was not given the opportunity to review other bids prior to submitting its bid. (c) The bid submitted by [SHORT NAME OF UNDERWRITER] constituted a firm offer to purchase the Bonds. 2. Defined Terms. (a) Maturity means Bonds with the same credit and payment terms. Bonds with different maturity dates, or Bonds with the same maturity date but different stated interest rates, are treated as separate Maturities. (b) Public means any person (including an individual, trust, estate, partnership, association, company, or corporation) other than an Underwriter or a related party to an Underwriter. The term “related party” for purposes of this certificate generally means any two or more persons who have greater than 50 percent common ownership, directly or indirectly. (c) Sale Date means the first day on which there is a binding contract in writing for the sale of a Maturity of the Bonds. The Sale Date of the Bonds is [DATE]. (d) Underwriter means (i) any person that agrees pursuant to a written contract with the Issuer (or with the lead underwriter to form an underwriting syndicate) to participate in the initial sale of the Bonds to the Public, and (ii) any person that agrees pursuant to a written contract directly or indirectly with a person described in clause (i) of this paragraph to participate in the initial sale of the Bonds to the Public (including a member of a selling group or a party to a retail distribution agreement participating in the initial sale of the Bonds to the Public). Item 8 Attachment B -Official Notice of Sale, Water Revenue Refunding Bonds, 2026 Series A Item 8: Staff Report Pg. 25 Packet Pg. 290 of 474 2 The representations set forth in this certificate are limited to factual matters only. Nothing in this certificate represents [SHORT NAME OF UNDERWRITER]’s interpretation of any laws, including specifically Sections 103 and 148 of the Internal Revenue Code of 1986, as amended, and the Treasury Regulations thereunder. The undersigned understands that the foregoing information will be relied upon by the Issuer with respect to certain of the representations set forth in the Certificate as to Arbitrage and with respect to compliance with the federal income tax rules affecting the Bonds, and by Jones Hall, A Professional Law Corporation, in connection with rendering its opinion that the interest on the Bonds is excluded from gross income for federal income tax purposes, the preparation of the Internal Revenue Service Form 8038-G, and other federal income tax advice that it may give to the Issuer from time to time relating to the Bonds. Dated: [ISSUE DATE] [UNDERWRITER] By: Name and Title Item 8 Attachment B -Official Notice of Sale, Water Revenue Refunding Bonds, 2026 Series A Item 8: Staff Report Pg. 26 Packet Pg. 291 of 474 3 SCHEDULE 1 BIDDING DOCUMENTATION AND INITIAL OFFERING PRICES Item 8 Attachment B -Official Notice of Sale, Water Revenue Refunding Bonds, 2026 Series A Item 8: Staff Report Pg. 27 Packet Pg. 292 of 474 APPENDIX B FORM OF REOFFERING PRICE CERTIFICATE TO BE DELIVERED IF COMPETITIVE SALE REQUIREMENTS ARE NOT MET (3 COMPETITIVE BIDS ARE NOT RECEIVED) AND 10% TEST IS USED FOR ISSUE PRICE $____________ CITY OF PALO ALTO Water Revenue Refunding Bonds, 2026 Series A ISSUE PRICE CERTIFICATE The undersigned, on behalf of [NAME OF UNDERWRITER/REPRESENTATIVE] ([“[SHORT NAME OF UNDERWRITER]”)][the “Representative”)][, on behalf of itself and [NAMES OF OTHER UNDERWRITERS] (together, the “Underwriting Group”),] hereby certifies as set forth below with respect to the sale and issuance of the above-captioned obligations (the “Bonds”). 1. Sale of the General Rule Maturities. As of the date of this certificate, for each Maturity of the General Rule Maturities, the first price at which at least 10% of such Maturity was sold to the Public is the respective price listed in Schedule 1. 2. Defined Terms. (a) Issuer means the City of Palo Alto, California. (b) Maturity means Bonds with the same credit and payment terms. Bonds with different maturity dates, or Bonds with the same maturity date but different stated interest rates, are treated as separate maturities. (c) Public means any person (including an individual, trust, estate, partnership, association, company, or corporation) other than an Underwriter or a related party to an Underwriter. The term “related party” for purposes of this certificate generally means any two or more persons who have greater than 50 percent common ownership, directly or indirectly. (d) Sale Date means the first day on which there is a binding contract in writing for the sale of a Maturity of the Bonds. The Sale Date of the Bonds is [DATE]. (e) Underwriter means (i) any person that agrees pursuant to a written contract with the Issuer (or with the lead underwriter to form an underwriting syndicate) to participate in the initial sale of the Bonds to the Public, and (ii) any person that agrees pursuant to a written contract directly or indirectly with a person described in clause (i) of this paragraph to participate in the initial sale of the Bonds to the Public (including a member of a selling group or a party to a retail distribution agreement participating in the initial sale of the Bonds to the Public). The representations set forth in this certificate are limited to factual matters only. Nothing in this certificate represents [NAME OF UNDEWRITING FIRM][the Representative’s] interpretation of any laws, including specifically Sections 103 and 148 of the Internal Revenue Code of 1986, as amended, and the Treasury Regulations thereunder. The undersigned understands that the foregoing information will be relied upon by the Issuer with respect to certain of the representations set forth in the Certificate as to Arbitrage and with respect to compliance Item 8 Attachment B -Official Notice of Sale, Water Revenue Refunding Bonds, 2026 Series A Item 8: Staff Report Pg. 28 Packet Pg. 293 of 474 2 with the federal income tax rules affecting the Bonds, and by Jones Hall, A Professional Law Corporation, in connection with rendering its opinion that the interest on the Bonds is excluded from gross income for federal income tax purposes, the preparation of the Internal Revenue Service Form 8038-G, and other federal income tax advice that it may give to the Issuer from time to time relating to the Bonds. Dated: [ISSUE DATE] [UNDERWRITER] By: Name and Title Item 8 Attachment B -Official Notice of Sale, Water Revenue Refunding Bonds, 2026 Series A Item 8: Staff Report Pg. 29 Packet Pg. 294 of 474 3 SCHEDULE 1 SALE PRICES Item 8 Attachment B -Official Notice of Sale, Water Revenue Refunding Bonds, 2026 Series A Item 8: Staff Report Pg. 30 Packet Pg. 295 of 474 APPENDIX C FORM OF REOFFERING PRICE CERTIFICATE TO BE DELIVERED IF COMPETITIVE SALE REQUIREMENTS ARE NOT MET (3 COMPETITIVE BIDS ARE NOT RECEIVED) AND PURCHASER ELECTS TO USE HOLD-THE-OFFERING-PRICE FOR ISSUE PRICE $____________ CITY OF PALO ALTO Water Revenue Refunding Bonds, 2026 Series A ISSUE PRICE CERTIFICATE The undersigned, on behalf of [NAME OF UNDERWRITER/REPRESENTATIVE] ([“[SHORT NAME OF UNDERWRITER]”)][the “Representative”)][, on behalf of itself and [NAMES OF OTHER UNDERWRITERS] (together, the “Underwriting Group”),] hereby certifies as set forth below with respect to the sale and issuance of the above- captioned obligations (the “Bonds”). 1. Initial Offering Price of the Bonds. (a) [SHORT NAME OF UNDERWRITER][The Underwriting Group] offered each Maturity of the Bonds to the Public for purchase at the respective initial offering prices listed in Schedule 1 (the “Initial Offering Prices”) on or before the Sale Date. A copy of the pricing wire or equivalent communication for the Bonds is attached to this certificate as Schedule 1. (b) As set forth in the [Bond Purchase Agreement][Notice of Sale and bid award], [SHORT NAME OF UNDERWRITER][the members of the Underwriting Group] [has][have] agreed in writing that, (i) for each Maturity of the Bonds, [it][they] would neither offer nor sell any of the Bonds of such Maturity to any person at a price that is higher than the Initial Offering Price for such Maturity during the Holding Period for such Maturity (the “hold-the-offering-price rule”), and (ii) any selling group agreement shall contain the agreement of each dealer who is a member of the selling group, and any retail distribution agreement shall contain the agreement of each broker-dealer who is a party to the retail distribution agreement, to comply with the hold-the-offering-price rule. Pursuant to such agreement, no Underwriter (as defined below) has offered or sold any Maturity of the Bonds at a price that is higher than the respective Initial Offering Price for that Maturity of the Bonds during the Holding Period. 2. Defined Terms. (a) Holding Period means, for each Maturity of the Bonds, the period starting on the Sale Date and ending on the earlier of (i) the close of the fifth business day after the Sale Date ([DATE]), or (ii) the date on which [SHORT NAME OF THE UNDERWRITER][the Underwriters] [has][have] sold at least 10% of such Maturity of the Bonds to the Public at prices that are no higher than the Initial Offering Price for such Maturity. (b) Issuer means the City of Palo Alto, California. Item 8 Attachment B -Official Notice of Sale, Water Revenue Refunding Bonds, 2026 Series A Item 8: Staff Report Pg. 31 Packet Pg. 296 of 474 - 2 - (c) Maturity means Bonds with the same credit and payment terms. Bonds with different maturity dates, or Bonds with the same maturity date but different stated interest rates, are treated as separate Maturities. (d) Public means any person (including an individual, trust, estate, partnership, association, company, or corporation) other than an Underwriter or a related party to an Underwriter. The term “related party” for purposes of this certificate generally means any two or more persons who have greater than 50% common ownership, directly or indirectly. (e) Sale Date means the first day on which there is a binding contract in writing for the sale of a Maturity of the Bonds. The Sale Date of the Bonds is [DATE]. (f) Underwriter means (i) any person that agrees pursuant to a written contract with the Issuer (or with the lead underwriter to form an underwriting syndicate) to participate in the initial sale of the Bonds to the Public, and (ii) any person that agrees pursuant to a written contract directly or indirectly with a person described in clause (i) of this paragraph to participate in the initial sale of the Bonds to the Public (including a member of a selling group or a party to a retail distribution agreement participating in the initial sale of the Bonds to the Public). The representations set forth in this certificate are limited to factual matters only. Nothing in this certificate represents [NAME OF UNDEWRITING FIRM][the Representative’s] interpretation of any laws, including specifically Sections 103 and 148 of the Internal Revenue Code of 1986, as amended, and the Treasury Regulations thereunder. The undersigned understands that the foregoing information will be relied upon by the Issuer with respect to certain of the representations set forth in the Certificate as to Arbitrage and with respect to compliance with the federal income tax rules affecting the Bonds, and by Jones Hall, A Professional Law Corporation, in connection with rendering its opinion that the interest on the Bonds is excluded from gross income for federal income tax purposes, the preparation of the Internal Revenue Service Form 8038- G, and other federal income tax advice that it may give to the Issuer from time to time relating to the Bonds. Dated: [ISSUE DATE] [UNDERWRITER] By: Name and Title Item 8 Attachment B -Official Notice of Sale, Water Revenue Refunding Bonds, 2026 Series A Item 8: Staff Report Pg. 32 Packet Pg. 297 of 474 - 3 - SCHEDULE 1 LISTING OF HOLD-THE-PRICE MATURITIES, INITIAL OFFERING PRICES AND PRICING WIRE Item 8 Attachment B -Official Notice of Sale, Water Revenue Refunding Bonds, 2026 Series A Item 8: Staff Report Pg. 33 Packet Pg. 298 of 474 Agenda draft INDENTURE OF TRUST by and between the CITY OF PALO ALTO and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee Dated as of October 1, 2026 Relating to $[Principal Amount] City of Palo Alto Water Revenue Refunding Bonds, 2026 Series A Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 34 Packet Pg. 299 of 474 - i - TABLE OF CONTENTS ARTICLE I: DEFINITIONS; AUTHORIZATION AND PURPOSE OF 2026 BONDS; EQUAL SECURITY: SECTION 1.01. Definitions. ................................................................................................................................3 SECTION 1.02. Rules of Construction. ...........................................................................................................10 SECTION 1.03. Authorization and Purpose of 2026 Bonds .........................................................................10 SECTION 1.04. Equal Security. ........................................................................................................................10 ARTICLE II: ISSUANCE OF 2026 BONDS: SECTION 2.01. Terms of 2026 Bonds. .............................................................................................................11 SECTION 2.02. Redemption of 2026 Bonds. ..................................................................................................12 SECTION 2.03. Form of 2026 Bonds. ...............................................................................................................13 SECTION 2.04. Execution of 2026 Bonds. .......................................................................................................14 SECTION 2.05. Transfer of 2026 Bonds. .........................................................................................................14 SECTION 2.06. Exchange of 2026 Bonds. .......................................................................................................14 SECTION 2.07. Temporary Bonds. ..................................................................................................................14 SECTION 2.08. Bond Registration Books. ......................................................................................................14 SECTION 2.09. 2026 Bonds Mutilated, Lost, Destroyed or Stolen. .............................................................15 SECTION 2.10. Book Entry System ..................................................................................................................15 ARTICLE III: ISSUE OF 2026 BONDS; PARITY DEBT: SECTION 3.01. Issuance of 2026 Bonds ..........................................................................................................17 SECTION 3.02. Application of Proceeds of Sale of 2026 Bonds. .................................................................17 SECTION 3.05. Cost of Issuance Fund. ...........................................................................................................17 SECTION 3.06. Issuance of Parity Bonds. ......................................................................................................17 SECTION 3.08. Subordinate Debt ....................................................................................................................18 SECTION 3.09. Validity of 2026 Bonds ...........................................................................................................18 ARTICLE IV: PLEDGE OF NET REVENUES; FUNDS AND ACCOUNTS: SECTION 4.01. Pledge of Net Revenues, Water Revenue Fund. ................................................................19 SECTION 4.02. Receipt and Deposit of Revenues. ........................................................................................19 SECTION 4.03. Establishment of Funds and Accounts and Allocation of Revenues Thereto. ..............19 SECTION 4.04. Application of Debt Service Fund. .......................................................................................20 SECTION 4.05. Application of Redemption Account. ..................................................................................20 SECTION 4.06. Surplus. ....................................................................................................................................21 SECTION 4.07. Investments. ............................................................................................................................21 SECTION 4.08. Valuation .................................................................................................................................21 SECTION 4.09. Rate Stabilization Fund .........................................................................................................21 ARTICLE V: COVENANTS OF THE CITY; SPECIAL TAX COVENANTS: SECTION 5.01. Punctual Payment; Compliance With Documents. ...........................................................23 SECTION 5.02. Against Encumbrances. .........................................................................................................23 SECTION 5.03. Discharge of Claims. ..............................................................................................................23 SECTION 5.04. Acquisition, Construction or Financing of any Improvement to the Water System ....23 SECTION 5.05. Maintenance and Operation of Water System in Efficient and Economical Manner. ...................................................................................................................................................23 SECTION 5.06. Against Sale, Eminent Domain. ............................................................................................23 SECTION 5.07. Insurance. ................................................................................................................................24 SECTION 5.08. Records and Accounts. ..........................................................................................................25 SECTION 5.09. Protection of Security and Rights of Owners. ....................................................................25 SECTION 5.10. Against Competitive Facilities. ............................................................................................25 SECTION 5.11. Payment of Taxes, Etc. ...........................................................................................................25 SECTION 5.12. Rates and Charges. .................................................................................................................25 SECTION 5.13. No Priority for Additional Obligations ...............................................................................26 Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 35 Packet Pg. 300 of 474 - ii - SECTION 5.14. Tax Covenants ........................................................................................................................26 SECTION 5.15. Further Assurances ................................................................................................................27 SECTION 5.16. Continuing Disclosure ...........................................................................................................27 ARTICLE VI: THE TRUSTEE: SECTION 6.01. Appointment of Trustee. .......................................................................................................28 SECTION 6.02. Acceptance of Trusts. .............................................................................................................28 SECTION 6.03. Fees, Charges and Expenses of Trustee. .............................................................................30 SECTION 6.04. Notice to Bond Owners of Default. ......................................................................................30 SECTION 6.05. Intervention by Trustee. ........................................................................................................30 SECTION 6.06. Removal of Trustee. ...............................................................................................................30 SECTION 6.07. Resignation by Trustee. .........................................................................................................31 SECTION 6.08. Appointment of Successor Trustee. .....................................................................................31 SECTION 6.09. Merger or Consolidation. ......................................................................................................31 SECTION 6.10. Concerning any Successor Trustee. .....................................................................................31 SECTION 6.11. Appointment of Co-Trustee. .................................................................................................31 SECTION 6.12. Indemnification; Limited Liability of Trustee. ...................................................................32 ARTICLE VII: MODIFICATION AND AMENDMENT OF THE INDENTURE: SECTION 7.01. Amendment by Consent of Bond Owners..........................................................................33 SECTION 7.02. Amendment Without Consent of Bond Owner. ................................................................33 SECTION 7.03. Disqualified Bonds. ................................................................................................................33 SECTION 7.04. Endorsement or Replacement of 2026 Bonds After Amendment. ..................................33 SECTION 7.05. Amendment by Mutual Consent. ........................................................................................34 ARTICLE VIII: EVENTS OF DEFAULT AND REMEDIES OF BOND OWNERS: SECTION 8.01. Events of Default and Acceleration of Maturities. ............................................................35 SECTION 8.02. Application of Funds Upon Acceleration. ..........................................................................35 SECTION 8.03. Other Remedies; Rights of Bond Owners. ..........................................................................36 SECTION 8.04. Power of Trustee to Control Proceedings. ..........................................................................36 SECTION 8.05. Appointment of Receivers. ...................................................................................................37 SECTION 8.06. Non-Waiver. ............................................................................................................................37 SECTION 8.07. Rights and Remedies of Bond Owners. ...............................................................................37 SECTION 8.08. Termination of Proceedings. .................................................................................................38 ARTICLE IX: MISCELLANEOUS: SECTION 9.01. Limited Liability of City. .......................................................................................................39 SECTION 9.02. Benefits of Indenture Limited to Parties. ............................................................................39 SECTION 9.03. Discharge of Indenture. .........................................................................................................39 SECTION 9.04. Successor Is Deemed Included in All References to Predecessor. ..................................40 SECTION 9.05. Content of Certificates. ..........................................................................................................40 SECTION 9.06. Execution of Documents by Bond Owners. ........................................................................40 SECTION 9.07. Waiver of Personal Liability. ................................................................................................41 SECTION 9.08. Partial Invalidity. ....................................................................................................................41 SECTION 9.09. Destruction of Cancelled 2026 Bonds ..................................................................................41 SECTION 9.10. Funds and Accounts. .............................................................................................................41 SECTION 9.11. Notices. ....................................................................................................................................42 SECTION 9.12. Unclaimed Moneys. ...............................................................................................................42 SECTION 9.13. Execution in Several Counterparts ......................................................................................42 SECTION 9.14. Governing Law .......................................................................................................................42 SECTION 9.15. Payment on Business Days ...................................................................................................42 EXHIBIT A: FORM OF 2026 BOND EXHIBIT B: DESCRIPTION OF 2009 WATER PROJECT Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 36 Packet Pg. 301 of 474 1 INDENTURE OF TRUST THIS INDENTURE OF TRUST, dated as of October 1, 2026, by and between the CITY OF PALO ALTO, a chartered city and municipal corporation organized and existing under the constitution and laws of the State of California (the "City"), and U.S. Bank Trust Company, National Association, a national banking association organized and existing under the laws of the United States of America, with a corporate trust office in San Francisco, California, and being qualified to accept and administer the trusts hereby created, as trustee (the "Trustee"); RECITALS: WHEREAS, the City previously issued the $35,015,000 initial principal amount City of Palo Alto Water Revenue Bonds, 2009 Series A (the “2009 Bonds”) under Chapter 12.28 of the Palo Alto Municipal Code to finance the improvements to the City’s water system (as defined more completely herein, the "Water System") described in Exhibit B attached hereto and incorporated herein (“2009 Water Project”); WHEREAS, the City is authorized pursuant to the provisions of Articles 10 and 11 of Chapter 3 of Part 1 of Division 2 of Title 5 of the California Government Code to issue its revenue bonds for the purpose of refunding any revenue bonds of the City; WHEREAS, the City, after due investigation and deliberation, has determined that it is in the public interest of the City at this time to issue bonds under the Refunding Law for the purpose of refunding the outstanding 2009 Bonds and to pay certain costs of issuing the 2026 Bonds, and to that end the City Council, on ____, 2026, adopted its Resolution No. _____, authorizing the issuance of its City of Palo Alto Water Revenue Refunding Bonds, 2026 Series A (the “2026 Bonds”) for such purposes; WHEREAS, in order to provide for the authentication and delivery of the 2026 Bonds, to establish and declare the terms and conditions upon which the 2026 Bonds are to be issued and secured and to secure the payment of the principal thereof and of the interest and premium, if any, thereon, the City Council has authorized the execution and delivery of this Indenture; WHEREAS, the 2026 Bonds will be secured by a pledge of the Net Revenues, as defined herein, on a parity basis with the pledge securing any Parity Debt (as defined herein) issued by the City from time to time in accordance with the conditions set forth herein; and WHEREAS, all acts and proceedings required by law necessary to make the 2026 Bonds, when executed by the City, authenticated and delivered by the Trustee and duly issued, the valid, binding and legal special obligations of the City, and to constitute this Indenture a valid and binding agreement for the uses and purposes herein set forth, in accordance with its terms, have been done and taken; and the execution and delivery of this Indenture have been in all respects duly authorized; NOW, THEREFORE, THIS INDENTURE WITNESSETH, that in order to secure the payment of the principal of and the interest and premium (if any) on all 2026 Bonds at any time issued and Outstanding under this Indenture, according to their tenor, and to secure the performance and observance of all the covenants and conditions therein and herein set forth, and to declare the terms and conditions upon and subject to which the 2026 Bonds are to be issued and received, and in consideration of the premises and of the mutual covenants herein contained and of the purchase and acceptance of the 2026 Bonds by the Owners thereof, and for other valuable considerations, the receipt whereof is hereby acknowledged, the City does hereby Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 37 Packet Pg. 302 of 474 2 covenant and agree with the Trustee, for the benefit of the respective Owners from time to time of the 2026 Bonds, as follows: Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 38 Packet Pg. 303 of 474 3 ARTICLE I DEFINITIONS; AUTHORIZATION AND PURPOSE OF 2026 BONDS; EQUAL SECURITY SECTION 1.01. Definitions. Unless the context otherwise requires, the terms defined in this Section shall for all purposes of this Indenture and of the 2026 Bonds and of any certificate, opinion, request or other documents herein mentioned have the meanings herein specified. "Authorized Investments" means any of the following, but only to the extent that the same are acquired at Fair Market Value, which at the time of investment are legal investments under the laws of the State of California and permitted under the City’s investment policy for the moneys proposed to be invested therein: (a) Federal Securities; (b) senior debt obligations rated "Aaa" by Moody’s and "AAA" by S&P issued by the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation, and obligations of the Resolution Funding Corporation (REFCORP); (c) U.S. dollar denominated deposit accounts, federal funds and banker’s acceptances with domestic commercial banks (including the Trustee and its affiliates) which have a rating on their short term certificates of deposit on the date of purchase of "P-1" by Moody’s and "A-1" or "A-1+" by S&P and maturing no more than 360 days after the date of purchase, provided that ratings on holding companies are not considered as the rating of the bank; (d) commercial paper which is rated at the time of purchase in the single highest classification, "P-1" by Moody’s and "A-1+" by S&P, and which matures not more than 270 days after the date of purchase; (e) investments in a money market fund rated "AAAm" or "AAAm-G" or better by S&P, including any such money market fund from which the Trustee or its affiliates receive fees for services to such fund; (f) pre-refunded municipal obligations defined as follows: Any bonds or other obligations of any state of the United States of America or of any agency, instrumentality or local governmental unit of any such state which are not callable at the option of the obligor prior to maturity or as to which irrevocable instructions have been given by the obligor to call on the date specified in the notice; and (i) which are rated, based upon an irrevocable escrow account or fund (the "escrow"), in the highest rating category of Moody’s and S&P or any successors thereto; or (ii)(A) which are fully secured as to principal and interest and redemption premium, if any, by an escrow consisting only of cash or obligations described in paragraph (a) above, which escrow may be applied only to the payment of such principal of and interest and redemption premium, if any, on such bonds or other obligations on the maturity date or dates thereof or the specified redemption date or dates pursuant to such irrevocable instructions, as appropriate, and (B) which escrow is sufficient, as verified by a nationally recognized Independent Certified Public Accountant, to pay principal of and interest and redemption premium, if any, on the bonds or other obligations described in this paragraph on the maturity date or dates thereof or on the redemption date or dates specified in the irrevocable instructions referred to above, as appropriate; Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 39 Packet Pg. 304 of 474 4 (g) general obligations of states with a rating of at least "A2/A" or higher by both Moody’s and S&P; (h) any investment agreement with, or guaranteed by, a financial institution the long-term unsecured obligations or the financial strength of which is rated A or better by S&P at the time of initial investment; (i) the Local Agency Investment Fund maintained by the State of California, to the extent any investments of moneys held by the Trustee may be made and withdrawn directly by, and in the name of, the Trustee; and (j) the California Asset Management Program (CAMP). “Authorized Official” means the City Manager, Assistant City Manager, Director of Administrative Services, or any other officer of the City duly authorized by the Council for that purpose. "Bond Counsel" means Jones Hall LLP, and any attorney at law or firm of attorneys, of nationally recognized standing in matters pertaining to the federal tax exemption of interest on bonds issued by states and political subdivisions, and duly admitted to practice law before the highest court of any state of the United States of America. "Bond Registration Books" means the books maintained by the Trustee pursuant to Section 2.08 for the registration and transfer of ownership of the 2026 Bonds. "Bonds" the 2026 Bonds at any time Outstanding hereunder. "Bond Year" means the twelve-month period beginning on June 2 in each year and ending on the following June 1 except that the first Bond Year shall begin on the Closing Date. "Business Day" means any day other than a Saturday, Sunday or a day on which the Trustee is authorized by law to remain closed. "Certificate of the City" means a certificate in writing signed by an Authorized Official. "Charges" means fees, tolls, assessments, rates and rentals prescribed by the Council for the services and facilities of the Water System furnished by the City. "City" means the City of Palo Alto, a chartered city and municipal corporation organized and existing under the Constitution and laws of the State, and any successor thereto. "Closing Date" means the date upon which there is an exchange of the 2026 Bonds for the proceeds representing the purchase of such 2026 Bonds by the Original Purchaser. "Cost of Issuance Fund" means the Fund by that name established pursuant to Section 3.03. "Costs of Issuance" means all expenses incurred in connection with the authorization, issuance, sale and delivery of the 2026 Bonds, including but not limited to compensation, fees and expenses of the City and the Trustee and their respective counsel, compensation to any financial consultants and underwriters, legal fees and expenses, filing and recording costs, rating agency fees, costs of preparation and reproduction of documents and costs of printing. Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 40 Packet Pg. 305 of 474 5 "Council" means the Council of the City or any other legislative body of the City hereafter provided for pursuant to law. "Debt Service" means, as of any date, with respect to the 2026 Bonds and any Parity Debt and, in the case of the additional debt tests, any Parity Debt that is proposed to be outstanding, the aggregate amount of principal and interest scheduled to become due (either at maturity or by mandatory redemption), on the 2026 Bonds or Parity Debt, calculated with the following assumptions: a. Principal payments (unless a different subdivision of this definition applies for purposes of determining principal maturities or amortization) are made in accordance with any amortization schedule published for such principal, including any minimum sinking fund payments; b. Interest on a variable rate Parity Debt that is not subject to a swap agreement and that is issued or will be issued as a tax-exempt obligation under federal law, is the average of the SIFMA Municipal Swap Index, or its successor index, during the 24 months preceding the date of such calculation; c. Interest on a variable rate Parity Debt that is not subject to a swap agreement and that is issued or will be issued as a taxable obligation under federal law, is the average of SOFR, or its successor index, during the 24 months preceding the date of such calculation; d. Interest on a variable rate Parity Debt that is subject to a swap agreement is the fixed swap rate or cap strike rate, as appropriate, if the variable rate has been swapped to a fixed rate or capped pursuant to an interest rate cap agreement or similar agreement; e. Interest on a fixed rate Parity Debt that is subject to a swap agreement such that all or a portion of the interest has been swapped to a variable rate shall be treated as variable rate debt under subdivisions (b) or (c) of this definition of Debt Service; f. Payments of principal and interest on a Parity Obligation are excluded from the calculation of Debt Service to the extent such payments are to be paid from amounts then currently on deposit with a trustee or other fiduciary and restricted for the defeasance of such Parity Obligations; g. If 25% or more of the principal of a Parity Debt is not due until its final stated maturity, then principal and interest on that Parity Debt may be projected to amortize over the lesser of 30 years or the useful life of the financed asset, and interest may be calculated according to subdivisions (b)-(e) of this definition of Debt Service, as appropriate. "Debt Service Fund" means the fund by that name established and held by the Trustee for the 2026 Bonds pursuant to Section 4.03. "Defeasance Obligations" means (a) cash, (b) non-callable direct obligations of the United States of America ("Treasuries"), (c) evidences of ownership of proportionate interests in future interest and principal payments on Treasuries held by a bank or trust company as custodian, under which the owner of the investment is the real party in interest and has the right to proceed directly and individually against the obligor and the underlying Treasuries are not available to any person claiming through the custodian or to whom the custodian may be obligated or (d) pre-refunded municipal obligations rated "AAA" and "Aaa" by S&P and Moody’s, respectively (or any combination thereof). Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 41 Packet Pg. 306 of 474 6 "Depository" means (a) initially, DTC, and (b) any other Securities Depositories acting as Depository pursuant to Section 2.10. "Depository System Participant" means any participant in the Depository's book-entry system. "DTC" means The Depository Trust Company, New York, New York, and its successors and assigns. "Event of Default" means any of the events described in Section 8.01. "Fair Market Value" means the price at which a willing buyer would purchase the investment from a willing seller in a bona fide, arm's length transaction (determined as of the date the contract to purchase or sell the investment becomes binding) if the investment is traded on an established securities market (within the meaning of section 1273 of the Tax Code) and, otherwise, the term "Fair Market Value" means the acquisition price in a bona fide arm's length transaction (as referenced above) if (i) the investment is a certificate of deposit that is acquired in accordance with applicable regulations under the Tax Code, (ii) the investment is an agreement with specifically negotiated withdrawal or reinvestment provisions and a specifically negotiated interest rate (for example, a guaranteed investment contract, a forward supply contract or other investment agreement) that is acquired in accordance with applicable regulations under the Tax Code, (iii) the investment is a United States Treasury Security--State and Local Government Series that is acquired in accordance with applicable regulations of the United States Bureau of Public Debt, or (iv) any commingled investment fund in which the City and related parties do not own more than a ten percent (10%) beneficial interest therein if the return paid by the fund is without regard to the source of the investment. "Federal Securities" means any of the following which at the time of investment are legal investments under the laws of the State for the moneys proposed to be invested therein: (a) direct general obligations of the United States of America (including obligations issued or held in book entry form on the books of the Department of the Treasury of the United States of America); and (b) obligations of any department, agency or instrumentality of the United States of America the timely payment of principal of and interest on which are unconditionally and fully guaranteed by the United States of America. "Fiscal Year" means the period commencing on July 1 of each year and terminating on the next succeeding June 30. "Gross Revenues" means, for any period of computation, all gross charges received for, and all other gross income and revenues derived by the City from, the ownership or operation of the Water System or otherwise arising from the Water System during such period, including but not limited to (a) all Charges received by the City for use of the Water System, (b) all receipts derived from the investment of funds held by the City or the Trustee under this Indenture, (c) transfers from any Rate Stabilization Fund into the Water Revenue Fund, and (d) all moneys received by the City from other public entities whose inhabitants are served pursuant to contracts with the City. Gross Revenues for a period of computation shall not include amounts deposited into the Rate Stabilization Fund during such period of computation, but only to the extent such deposits are made from amounts that would otherwise constitute Gross Revenues that were received by the City during such period of computation. Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 42 Packet Pg. 307 of 474 7 "Improvement" means any addition, extension, improvement, equipment, machinery or other facilities to or for the Water System. "Indenture" means this Indenture of Trust, as originally executed or as it may from time to time be supplemented, modified or amended pursuant to the provisions hereof. "Independent Certified Public Accountant" means any certified public accountant or firm of such accountants appointed and paid by the City, and who, or each of whom- (a) is in fact independent and not under domination of the City; (b) does not have any substantial identity of interest, direct or indirect, with the City; and (c) is not and no member of which is connected with the City as an officer or employee of the City, but who may be regularly retained to make annual or other audits of the books of or reports to the City. "Information Services" means in accordance with then-current guidelines of the Securities and Exchange Commission, the Electronic Municipal Market Access System (referred to as “EMMA”), a facility of the Municipal Securities Rulemaking Board (at http://emma.msrb.org), or such service or services as the City may designate in a certificate delivered to the Trustee. "Interest Payment Date" means June 1 and December 1 in each year, beginning December 1, 2026. "Interest Requirement" means, as of any particular date of calculation, the amount equal to any unpaid interest then due and payable, plus an amount which will on the next succeeding Interest Payment Date be equal to the interest to become due and payable on the 2026 Bonds on such next succeeding Interest Payment Date. "Maintenance and Operation Costs" means the reasonable and necessary costs spent or incurred by the City for maintaining and operating the Water System, calculated in accordance with sound accounting principles, including the cost of supply of water, gas and electric energy under contracts or otherwise, the funding of reasonable operating reserves, and all reasonable and necessary expenses of management and repair and other expenses to maintain and preserve the Water System in good repair and working order, and including all reasonable and necessary administrative costs of the City attributable to the Water System and the 2026 Bonds, such as salaries and wages and the necessary contribution to retirement of employees, overhead, insurance, taxes (if any), expenses, compensation and indemnification of the Trustee, and fees of auditors, accountants, attorneys or engineers, and including all other reasonable and necessary costs of the City or charges required to be paid by it to comply with the terms of this Indenture or any Parity Debt Instrument, but excluding depreciation, replacement and obsolescence charges or reserves therefor and amortization of intangibles or other bookkeeping entries of a similar nature. "Moody's" means Moody's Investors Service, a corporation duly organized and existing under and by virtue of the laws of the State of Delaware, and its successors or assigns, except that if such corporation shall be dissolved or liquidated or shall no longer perform the functions of a securities rating agency, then the term "Moody's" shall be deemed to refer to any other nationally recognized securities rating agency selected by the City. Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 43 Packet Pg. 308 of 474 8 "Net Proceeds" means the gross proceeds from the sale of property or insurance or condemnation award with respect to which that term is used remaining after payment of all expenses (including attorneys' fees and any extraordinary expenses of the Trustee) incurred in the collection of such gross proceeds. "Net Revenues" means, with respect to the Water System, for any period of computation, the amount of the Gross Revenues received from the Water System during such period, less the amount of Maintenance and Operation Costs of the Water System becoming payable during such period. "Original Purchaser" means the first purchaser of the 2026 Bonds from the City. "Outstanding", when used as of any particular time with reference to 2026 Bonds, means (subject to the provisions of Section 7.03) all 2026 Bonds theretofore executed, issued and delivered by the City under this Indenture except - (a) 2026 Bonds theretofore cancelled by the Trustee or surrendered to the Trustee for cancellation; (b) 2026 Bonds paid or deemed to have been paid within the meaning of Section 9.03; and (c) 2026 Bonds in lieu of or in substitution for which other 2026 Bonds shall have been executed, issued and delivered by the City pursuant to this Indenture. "Owner" or "Bond Owner" or "Bondowner", when used with respect to any 2026 Bond, means the person in whose name the ownership of such Bond shall be registered on the Bond Registration Books. "Parity Debt" means all bonds, notes or other obligations (including without limitation long-term contracts, loans, sub-leases or other legal financing arrangements) of the City payable from and secured by a pledge of and lien upon any of the Net Revenues, issued or incurred pursuant to Section 3.04. "Parity Debt Instrument" means the resolution, trust indenture or installment sale agreement adopted, entered into or executed and delivered by the City, and under which Parity Debt is issued. "Principal Installment" means with respect to any particular Principal Installment Date, an amount equal to the sum of (i) the aggregate principal amount of Outstanding Serial Bonds payable on such Principal Installment Date (but not including Sinking Fund Installments) and (ii) the aggregate of Sinking Fund Installments with respect to all Outstanding Term Bonds payable on such Principal Installment Date. "Principal Installment Date" means the date on which Principal Installments are required to be made pursuant to Section 2.01. “Rate Stabilization Fund” has the meaning given that term in Section 4.09 of this Indenture. "Record Date" means, with respect to the 2026 Bonds, the fifteenth (15th) calendar day of the month immediately preceding an Interest Payment Date. "Redemption Account" means the Account by that name established and held by the Trustee pursuant to Section 4.03. Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 44 Packet Pg. 309 of 474 9 "Redemption Price" means, with respect to any 2026 Bond, the principal amount thereof, plus the applicable premium, if any, payable upon redemption thereof pursuant to this Indenture. "Refunding Law" has the meaning given that term in the Recitals. "Request of the City" means a request in writing signed by an Authorized Official. "S&P" means Standard & Poor's Corporation, a corporation duly organized and existing under and by virtue of the laws of the State of New York, and its successors or assigns, except that if such corporation shall be dissolved or liquidated or shall no longer perform the functions of a securities rating agency, then the term "S&P" shall be deemed to refer to any other nationally recognized securities rating agency selected by the City. "Serial Bonds" means all 2026 Bonds other than Term Bonds. "Sinking Fund Installment" means, with respect to any particular date, the amount of money required by this Indenture to be paid by the City on such date toward the retirement of any particular Term Bonds prior to their respective stated maturities. “SOFR” means the Secured Overnight Financing Rate. "State" means the State of California. "Tax Code" means the Internal Revenue Code of 1986 as in effect on the date of issuance of the 2026 Bonds or (except as otherwise referenced herein) as it may be amended to apply to obligations issued on the date of issuance of the 2026 Bonds, together with applicable proposed, temporary and final regulations promulgated, and applicable official public guidance published, under the Tax Code. "Term Bonds" means such 2026 Bonds which are payable prior to their stated maturity by operation of Sinking Fund Installments. "Trust Office" means the corporate trust office of the Trustee at St. Paul, MN, or such other or additional offices as may be specified to the City by the Trustee in writing. "Trustee" means U.S. Bank Trust Company, National Association, appointed by the City to act as trustee hereunder pursuant to Section 6.01, and its assigns or any other corporation or association which may at any time be substituted in its place, as provided in Section 6.01. "Water Revenue Fund" means the Fund by that name established and held by the City and referred to in Section 4.02. “Water System” means the existing water system of the City, comprising all facilities for the obtaining, conserving, treating, distributing, storing and supplying of water for domestic use, irrigation, sanitation, industrial use, fire protection, recreation, or any other public or private uses. "2026 Bonds" means the City of Palo Alto Water Revenue Refunding Bonds, 2026 Series A, issued and at any time Outstanding hereunder. “2009 Indenture” means that certain Indenture of Trust, dated as of October 1, 2009, by and between the City and the 2009 Trustee. “2009 Trustee” means U.S. Bank Trust Company, National Association, as trustee under the 2009 Indenture. Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 45 Packet Pg. 310 of 474 10 “2009 Water Project” means the extensions and improvements to the City's Water System more particularly described in Exhibit B. SECTION 1.02. Rules of Construction. All references in this Indenture to "Articles," "Sections," and other subdivisions are to the corresponding Articles, Sections or subdivisions of this Indenture; and the words "herein," "hereof," "hereunder," and other words of similar import refer to this Indenture as a whole and not to any particular Article, Section or subdivision hereof. Words of the masculine gender shall be deemed and construed to include correlative words of the feminine and neuter genders. Unless the context shall otherwise indicate, words importing the singular number shall include the plural number and vice versa, and words importing persons shall include corporations and associations, including public bodies, as well as natural persons. SECTION 1.03. Authorization and Purpose of 2026 Bonds. The City has reviewed all proceedings heretofore taken relative to the authorization of the 2026 Bonds and has found, as a result of such review, and hereby finds and determines that all things, conditions, and acts required by law to exist, happen and/or be performed precedent to and in the issuance of the 2026 Bonds do exist, have happened and have been performed in due time, form and manner as required by law, and the City is now authorized, pursuant to the Refunding Law and each and every requirement of law, to issue the 2026 Bonds in the manner and form provided in this Indenture. Accordingly, the City hereby authorizes the issuance of the 2026 Bonds pursuant to the Refunding Law and this Indenture for the purpose of providing funds to refund the 2009 Bonds and to pay Costs of Issuance of the 2026 Bonds. SECTION 1.04. Equal Security. In consideration of the acceptance of the 2026 Bonds by the Owners thereof, this Indenture shall be deemed to be and shall constitute a contract among the City, the Trustee and the Owners from time to time of the 2026 Bonds; and the covenants and agreements herein set forth to be performed on behalf of the City shall be for the equal and proportionate benefit, security and protection of all Owners of the 2026 Bonds without preference, priority or distinction as to security or otherwise of any of the 2026 Bonds over any of the others by reason of the number or date thereof or the time of sale, execution or delivery thereof, or otherwise for any cause whatsoever, except as expressly provided therein or herein. Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 46 Packet Pg. 311 of 474 11 ARTICLE II ISSUANCE OF 2026 BONDS SECTION 2.01. Terms of 2026 Bonds. The 2026 Bonds authorized to be issued by the City under and subject to the Refunding Law and the terms of this Indenture shall be designated the "City of Palo Alto Water Revenue Refunding Bonds, 2026 Series A", and shall be issued in the original principal amount of _____________ Dollars ($[Principal Amount]). The 2026 Bonds shall be issued in fully registered form without coupons in denominations of $5,000 or any integral multiple thereof, so long as no 2026 Bond shall have more than one maturity date. The 2026 Bonds shall mature on June 1 in each of the years and in the amounts, and shall bear interest at the rates, as follows: Maturity Date (June 1) Principal Amount Interest Rate Per Annum Interest on the 2026 Bonds shall be payable on each Interest Payment Date to the person whose name appears on the Bond Registration Books as the Owner thereof as of the Record Date immediately preceding each such Interest Payment Date, such interest to be paid by check or draft of the Trustee mailed by first class mail to the Owner or, at the option of any Owner of at least $1,000,000 aggregate principal amount of the 2026 Bonds with respect to which written instructions have been filed with the Trustee prior to the Record Date, by wire transfer, at the address of such Owner as it appears on the Bond Registration Books. Principal of and premium (if any) on any 2026 Bond shall be paid upon presentation and surrender thereof at the Trust Office of the Trustee in St. Paul, Minnesota. Both the principal of and interest and premium (if any) on the 2026 Bonds shall be payable in lawful money of the United States of America. The 2026 Bonds shall be dated the Closing Date and bear interest based on a 360-day year comprised of twelve 30-day months from the Interest Payment Date next preceding the date of authentication thereof, unless said date of authentication is an Interest Payment Date, in which event such interest is payable from such date of authentication, and unless said date of authentication is on or before November 15, 2026, in which event such interest is payable from the Closing Date; provided, however, that if, as of the date of authentication of any 2026 Bond, interest thereon is in default, such 2026 Bond shall bear interest from the date to which interest has previously been paid or made available for payment thereon in full. Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 47 Packet Pg. 312 of 474 12 SECTION 2.02. Redemption of 2026 Bonds. (a) No Optional Redemption. The 2026 Bonds are not subject to optional redemption prior to their stated maturity date. (b) Mandatory Redemption. (i) Mandatory Sinking Fund Redemption. 2026 Bonds maturing on June 1, _____ are subject to mandatory redemption in part from Sinking Fund Installments to be made by the City on June 1, ____ and on each June 1 thereafter up to and including June 1, ___, at a redemption price equal to 100 percent of the principal amount thereof plus accrued interest, if any, to the redemption date without premium, as follows: June 1 Principal Amount (ii) Special Mandatory Redemption From Insurance or Condemnation Proceeds. The 2026 Bonds shall also be subject to redemption as a whole on any date, or in part on any Interest Payment Date in inverse order of maturity and by lot within a maturity, to the extent of the Net Proceeds of hazard insurance not used to repair or rebuild the Water System or the Net Proceeds of condemnation awards received with respect to the Water System to be used for such purpose pursuant to Sections 5.06 or 5.07, at a Redemption Price equal to the principal amount of the 2026 Bonds plus interest accrued thereon to the date fixed for redemption, without premium. (c) Notice of Redemption. Unless waived by any Owner of 2026 Bonds to be redeemed, notice of any redemption of 2026 Bonds shall be given, at the expense of the City, by the Trustee by mailing a copy of a redemption notice by first class mail at least 20 days and not more than 60 days prior to the date fixed for redemption to the Owner of the 2026 Bond or 2026 Bonds to be redeemed at the address shown on the Bond Registration Books; provided, that neither the failure to receive such notice nor any immaterial defect in any notice shall affect the sufficiency of the proceedings for the redemption of the 2026 Bonds. (d) Contents of Notice. All notices of redemption shall be dated and shall state: (i) the redemption date, (ii) the Redemption Price, (iii) if fewer than all Outstanding 2026 Bonds are to be redeemed, the identification (and, in the case of partial redemption, the respective principal amounts) of the 2026 Bonds to be redeemed, (iv) that on the redemption date the Redemption Price will become due and payable with respect to each such 2026 Bond or portion thereof called for redemption, and that interest with respect thereto shall cease to accrue from and after said date, and Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 48 Packet Pg. 313 of 474 13 (v) the place or places where such 2026 Bonds are to be surrendered for payment of the Redemption Price, which places of payment may include the Trust Office of the Trustee. (e) Deposit of Money. On or prior to any redemption date, the City shall deposit with the Trustee an amount of money sufficient to pay the Redemption Price of all the 2026 Bonds or portions of 2026 Bonds which are to be redeemed on that date. (f) Consequences of Notice. Notice of redemption having been given as aforesaid, the 2026 Bonds or portions of 2026 Bonds so to be redeemed shall, on the redemption date, become due and payable at the Redemption Price therein specified, and from and after such date (unless the City shall default in the payment of the Redemption Price) such 2026 Bonds or portions of 2026 Bonds shall cease to have interest accrue thereon. Upon surrender of such 2026 Bonds for redemption in accordance with said notice, such 2026 Bonds shall be paid by the Trustee at the Redemption Price. Installments of interest due on or prior to the redemption date shall be payable as herein provided for payment of interest. Upon surrender for any partial redemption of any 2026 Bond, there shall be prepared for the Owner a new 2026 Bond or 2026 Bonds of the same maturity in the amount of the unredeemed principal. All 2026 Bonds which have been redeemed shall be cancelled and destroyed by the Trustee and shall not be redelivered. Neither the failure of any Bond Owner to receive any notice so mailed nor any defect therein shall affect the sufficiency of the proceedings for redemption of any 2026 Bonds nor the cessation of accrual of interest thereon. (g) Partial Redemption of 2026 Bonds. In the event only a portion of any 2026 Bond is called for redemption, then upon surrender of such 2026 Bond redeemed in part only, the City shall execute and the Trustee shall authenticate and deliver to the Owner, at the expense of the City, a new 2026 Bond or 2026 Bonds, of the same series and maturity, of authorized denominations in aggregate principal amount equal to the unredeemed portion of the 2026 Bond or 2026 Bonds. (h) Manner of Redemption. Whenever any 2026 Bonds are to be selected for redemption, the Trustee shall determine, by lot, the numbers of the 2026 Bonds to be redeemed, and shall notify the City thereof. (i) Purchase of 2026 Bonds in lieu of Redemption. In lieu of redemption of 2026 Bonds as provided in subsection (b)(i)) above, amounts in the Redemption Account of the Debt Service Fund may also be used and withdrawn by the Trustee at any time, upon the Request of the City filed with the Trustee no later than April 15 in any year, for the purchase of 2026 Bonds at public or private sale as and when and at such prices (including brokerage and other charges, but excluding accrued interest, which is payable from the Debt Service Fund) as the City may in its discretion determine, but not to exceed the principal amount of such 2026 Bonds. The City shall, at the time of any such purchase, pay to the Trustee for deposit in the Debt Service Fund the amount of any deficiency in such Fund which may be caused by such purchase. All 2026 Bonds purchased pursuant to this Section shall be cancelled. All 2026 Bonds redeemed pursuant to this Section and all 2026 Bonds purchased by the City pursuant to this subsection shall be cancelled and destroyed pursuant to Section 9.09. SECTION 2.03. Form of 2026 Bonds. The 2026 Bonds, the Trustee's certificate of authentication, and the assignment to appear thereon, shall be substantially in the respective forms set forth in Exhibit A attached hereto and by this reference incorporated herein, with necessary or appropriate variations, omissions and insertions, as permitted or required by this Indenture. Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 49 Packet Pg. 314 of 474 14 SECTION 2.04. Execution of 2026 Bonds. The 2026 Bonds shall be signed in the name and on behalf of the City with the manual or facsimile signatures of its Mayor and its Director of Administrative Services and attested by the manual or facsimile signature of its City Clerk under the seal of the City. Such seal may be in the form of a facsimile of the City's seal and shall be imprinted or impressed upon the 2026 Bonds. The 2026 Bonds shall then be delivered to the Trustee for authentication by it. In case any officer who shall have signed any of the 2026 Bonds shall cease to be such officer before the 2026 Bonds so signed shall have been authenticated or delivered by the Trustee or issued by the City, such 2026 Bonds may nevertheless be authenticated, delivered and issued and, upon such authentication, delivery and issue, shall be as binding upon the City as though the individual who signed the same had continued to be such officer of the City. Also, any 2026 Bond may be signed on behalf of the City by any individual who on the actual date of the execution of such 2026 Bond shall be the proper officer although on the nominal date of such 2026 Bond such individual shall not have been such officer. Only such of the 2026 Bonds as shall bear thereon a certificate of authentication in substantially the form set forth in Exhibit A, manually executed by the Trustee, shall be valid or obligatory for any purpose or entitled to the benefits of this Indenture, and such certificate of the Trustee shall be conclusive evidence that the 2026 Bonds so authenticated have been duly authenticated and delivered hereunder and are entitled to the benefits of this Indenture. SECTION 2.05. Transfer of 2026 Bonds. Any 2026 Bond may, in accordance with its terms, be transferred upon the Bond Registration Books by the person in whose name it is registered, in person or by his duly authorized attorney, upon surrender of such 2026 Bond for cancellation, accompanied by delivery of a written instrument of transfer in a form approved by the Trustee, fully executed. Whenever any 2026 Bond shall be surrendered for transfer, the City shall execute and the Trustee shall thereupon authenticate and deliver to the transferee a new 2026 Bond or 2026 Bonds of like tenor, maturity and aggregate principal amount. No 2026 Bonds the notice of redemption of which has been mailed pursuant to Section 2.02(d) shall be subject to transfer pursuant to this Section. SECTION 2.06. Exchange of 2026 Bonds. 2026 Bonds may be exchanged at the Trust Office of the Trustee, for 2026 Bonds of the same tenor and maturity and of other authorized denominations. No 2026 Bonds the notice of redemption of which has been mailed pursuant to Section 2.02(d) shall be subject to exchange pursuant to this Section. SECTION 2.07. Temporary Bonds. The 2026 Bonds may be issued initially in temporary form exchangeable for definitive 2026 Bonds when ready for delivery. The temporary 2026 Bonds may be printed, lithographed or typewritten, shall be of such denominations as may be determined by the City and may contain such reference to any of the provisions of this Indenture as may be appropriate. Every temporary 2026 Bond shall be executed by the City and be registered and authenticated by the Trustee upon the same conditions and in substantially the same manner as the definitive 2026 Bonds. If the City issues temporary 2026 Bonds, it will execute and furnish definitive 2026 Bonds without delay, and thereupon the temporary 2026 Bonds may be surrendered, for cancellation, in exchange therefor at the Trust Office of the Trustee, and the Trustee shall authenticate and deliver in exchange for such temporary 2026 Bonds an equal aggregate principal amount of definitive 2026 Bonds of authorized denominations. Until so exchanged, the temporary 2026 Bonds shall be entitled to the same benefits under this Indenture as definitive 2026 Bonds authenticated and delivered hereunder. SECTION 2.08. Bond Registration Books. The Trustee will keep or cause to be kept at its Trust Office sufficient Bond Registration Books for the registration and transfer of the 2026 Bonds, which shall at all times during regular business hours be open to inspection by the City; and, upon presentation for such purpose, the Trustee shall, under such reasonable regulations as Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 50 Packet Pg. 315 of 474 15 it may prescribe, register or transfer or cause to be registered or transferred, on said books, 2026 Bonds as hereinbefore provided. SECTION 2.09. 2026 Bonds Mutilated, Lost, Destroyed or Stolen. If any 2026 Bond shall become mutilated, the City, at the expense of the Owner of said 2026 Bond, shall execute, and the Trustee shall thereupon authenticate and deliver, a new 2026 Bond of like maturity and principal amount in exchange and substitution for the 2026 Bond so mutilated, but only upon surrender to the Trustee of the 2026 Bond so mutilated. Every mutilated 2026 Bond so surrendered to the Trustee shall be cancelled by it and delivered to, or upon the order of, the City. If any 2026 Bond issued hereunder shall be lost, destroyed or stolen, evidence of such loss, destruction or theft may be submitted to the City and the Trustee and, if such evidence be satisfactory to them and indemnity satisfactory to them shall be given, the City, at the expense of the Bond Owner, shall execute, and the Trustee shall thereupon authenticate and deliver, a new 2026 Bond of like maturity and principal amount in lieu of and in substitution for the 2026 Bond so lost, destroyed or stolen (or if any such 2026 Bond shall have matured or shall have been called for redemption, instead of issuing a substitute 2026 Bond the Trustee may pay the same without surrender thereof upon receipt of indemnity satisfactory to the Trustee). The City may require payment of a reasonable fee for each new 2026 Bond issued under this Section and of the expenses which may be incurred by the City and the Trustee. Any 2026 Bond issued under the provisions of this Section in lieu of any 2026 Bond alleged to be lost, destroyed or stolen shall constitute an original contractual obligation on the part of the City whether or not the 2026 Bond alleged to be lost, destroyed or stolen be at any time enforceable by anyone, and shall be equally and proportionately entitled to the benefits of this Indenture with all other 2026 Bonds secured by this Indenture. SECTION 2.10. Book Entry System. (a) Original Delivery. The 2026 Bonds shall be initially delivered in the form of a separate single fully registered Bond (which may be typewritten) for each maturity of the 2026 Bonds. Upon initial delivery, the ownership of each such 2026 Bond shall be registered on the Bond Registration Books maintained by the Trustee pursuant to Section 2.08 hereof in the name of the Nominee. Except as provided in subsection (c), the ownership of all of the Outstanding 2026 Bonds shall be registered in the name of the Nominee on such Bond Registration Books. With respect to 2026 Bonds the ownership of which shall be registered in the name of the Nominee, the City and the Trustee shall have no responsibility or obligation to any Depository System Participant or to any person on behalf of which the City holds an interest in the 2026 Bonds. Without limiting the generality of the immediately preceding sentence, the City and the Trustee shall have no responsibility or obligation with respect to (i) the accuracy of the records of the Depository, the Nominee or any Depository System Participant with respect to any ownership interest in the 2026 Bonds, (ii) the delivery to any Depository System Participant or any other person, other than a Bond Owner as shown in the Registration Books, of any notice with respect to the 2026 Bonds, including any notice of redemption, (iii) the selection by the Depository of the beneficial interests in the 2026 Bonds to be redeemed in the event the City elects to redeem the 2026 Bonds in part, (iv) the payment to any Depository System Participant or any other person, other than a Bond Owner as shown in the Registration Books, of any amount with respect to principal, premium, if any, or interest represented by the 2026 Bonds or (v) any consent given or other action taken by the Depository as Owner of the 2026 Bonds. The City and the Trustee may treat and consider the person in whose name each 2026 Bond is registered as the absolute owner of such 2026 Bond for the purpose of payment of principal, premium, if any, and interest represented by such 2026 Bond, for the purpose of giving notices of redemption and other matters with respect to such 2026 Bond, for the purpose of registering transfers of ownership of such 2026 Bond, and for all other purposes whatsoever. The Trustee shall pay the principal, interest and premium, if any, represented by the 2026 Bonds only to the respective Owners or their respective Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 51 Packet Pg. 316 of 474 16 attorneys duly authorized in writing, and all such payments shall be valid and effective to fully satisfy and discharge all obligations with respect to payment of principal, interest and premium, if any, represented by the 2026 Bonds to the extent of the sum or sums so paid. No person other than a Bond Owner shall receive a 2026 Bond evidencing the obligation of the City to make payments of principal, interest and premium, if any, pursuant to this Trust Indenture. Upon delivery by the Depository to the Nominee of written notice to the effect that the Depository has determined to substitute a new Nominee in its place, such new nominee shall become the Nominee hereunder for all purposes; and upon receipt of such a notice the City shall promptly deliver a copy of the same to the Trustee. (b) Representation Letter. In order to qualify the 2026 Bonds for the Depository's book- entry system, the City shall execute and deliver to such Depository a letter representing such matters as shall be necessary to so qualify the 2026 Bonds. The execution and delivery of such letter shall not in any way limit the provisions of subsection (a) above or in any other way impose upon the City or the Trustee any obligation whatsoever with respect to persons having interests in the 2026 Bonds other than the Bond Owners. Upon the written acceptance by the Trustee, the Trustee shall agree to take all action reasonably necessary for all representations of the Trustee in such letter with respect to the Trustee to at all times be complied with. In addition to the execution and delivery of such letter, the City may take any other actions, not inconsistent with this Trust Indenture, to qualify the 2026 Bonds for the Depository's book-entry program. (c) Transfers Outside Book-Entry System. In the event that either (i) the Depository determines not to continue to act as Depository for the 2026 Bonds, or (ii) the City determines to terminate the Depository as such, then the City shall thereupon discontinue the book-entry system with such Depository. In such event, the Depository shall cooperate with the City and the Trustee in the execution of replacement 2026 Bonds by providing the Trustee with a list showing the interests of the Depository System Participants in the 2026 Bonds, and by surrendering the 2026 Bonds, registered in the name of the Nominee, to the Trustee on or before the date such replacement 2026 Bonds are to be issued. The Depository, by accepting delivery of the 2026 Bonds, agrees to be bound by the provisions of this subsection (c). If, prior to the termination of the Depository acting as such, the City fails to identify another Securities Depository to replace the Depository, then the 2026 Bonds shall no longer be required to be registered in the Registration Books in the name of the Nominee, but shall be registered in whatever name or names the Owners transferring or exchanging 2026 Bonds shall designate, in accordance with the provisions hereof. In the event the City determines that it is in the best interests of the beneficial owners of the 2026 Bonds that they be able to obtain certificated 2026 Bonds, the City may notify the Depository System Participants of the availability of such certificated 2026 Bonds through the Depository. In such event, the Trustee will execute, transfer and exchange 2026 Bonds as required by the Depository and others in appropriate amounts; and whenever the Depository requests, the Trustee and the City shall cooperate with the Depository in taking appropriate action (y) to make available one or more separate certificates evidencing the 2026 Bonds to any Depository System Participant having 2026 Bonds credited to its account with the Depository, or (z) to arrange for another Securities Depository to maintain custody of a single certificate evidencing such 2026 Bonds, all at the City's expense. (d) Payments to the Nominee. Notwithstanding any other provision of this Indenture to the contrary, so long as any 2026 Bond is registered in the name of the Nominee, all payments with respect to principal, interest and premium, if any, represented by such 2026 Bond and all notices with respect to such 2026 Bond shall be made and given, respectively, as provided in the letter described in subsection (b) of this Section or as otherwise instructed by the Depository. Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 52 Packet Pg. 317 of 474 17 ARTICLE III ISSUE OF 2026 BONDS; PARITY DEBT SECTION 3.01. Issuance of 2026 Bonds. Upon the execution and delivery of this Indenture, the City shall execute and deliver 2026 Bonds in the aggregate principal amount of _____________ Dollars ($[Principal Amount]) to the Trustee for authentication and delivery to the Original Purchaser thereof upon the Request of the City. SECTION 3.02. Application of Proceeds of Sale of 2026 Bonds. Upon the receipt of payment for the 2026 Bonds on the Closing Date in the amount of $____________ (being an amount equal to the principal amount of the 2026 Bonds ($[Principal Amount]), less underwriter’s discount ($________), plus [net] original issue premium ($______), less the good faith deposit of $_______ held by the City), the Trustee shall apply the proceeds of sale thereof as follows: (a) The Trustee shall transfer to the 2009 Trustee for deposit in the Redemption Account established and held by the 2009 Trustee under the 2009 Indenture, as set forth in the Irrevocable Refunding Instructions, the amount of $_______ to provide for the defeasance and redemption of the 2009 Bonds. (b) The Trustee shall deposit in the Cost of Issuance Fund the remainder of such proceeds, in an amount equal to $________. The Trustee may establish a temporary fund or account in its records to facilitate such deposits and transfers. SECTION 3.03. Cost of Issuance Fund. There is hereby created a fund to be known as the "City of Palo Alto Water Revenue Refunding Bonds, 2026 Series A Cost of Issuance Fund" (the "Cost of Issuance Fund"), which the City hereby covenants and agrees to cause to be maintained and which shall be held in trust by the Trustee. The moneys in the Cost of Issuance Fund shall be used in the manner provided by law solely for the purpose of the payment of Costs of Issuance upon receipt by the Trustee of Requests of the City therefor, on or after the Closing Date. Any funds remaining in the Cost of Issuance Fund on January 1, 2027, shall be transferred by the Trustee to the Debt Service Fund. SECTION 3.04. Issuance of Parity Debt. In addition to the 2026 Bonds, the City may, by Parity Debt Instrument, issue or incur other loans, advances or indebtedness payable from Net Revenues to be derived from the Water System, in such principal amount as shall be determined by the City. The City may issue or incur any such Parity Debt pursuant to a Parity Debt Instrument subject to the following specific conditions, which are hereby made conditions precedent to the issuance and delivery of such Parity Debt: (a) The City shall be in compliance with all covenants set forth in this Indenture. (b) The Net Revenues for the last audited Fiscal Year of the City, or for any consecutive twelve calendar month period during the eighteen calendar month period preceding the date of adoption by the City Council of the resolution authorizing the issuance of such Parity Debt or the date of the execution of such Parity Debt (the “Test Year”), shall have produced a sum equal to at least 125% of the Debt Service on the 2026 Bonds and outstanding Parity Debt for such Test Year. Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 53 Packet Pg. 318 of 474 18 (c) The Net Revenues for the Test Year, including adjustments to give effect as of the first day of such Test Year to increases or decreases in Charges for the service provided by the Water System approved and in effect as of the date of calculation, shall have produced a sum equal to at least 125% of: (i) the Debt Service on the 2026 Bonds and any Parity Debt outstanding in such Test Year; plus (ii) the Debt Service which would have accrued on any Parity Debt issued since the end of such Test Year, assuming that such Parity Debt had been executed or issued at the beginning of such Test Year; plus (iii) the Debt Service which would have accrued had such proposed additional Parity Debt been issued at the beginning of such Test Year. Notwithstanding the foregoing, Parity Debt issued to refund the 2026 Bonds or any outstanding Parity Debt may be delivered without satisfying the conditions set forth above if total Debt Service on the 2026 Bonds or any outstanding Parity Debt after the issuance of such refunding Parity Debt is not greater than total Debt Service would have been prior to the issuance of such refunding Parity Debt. (d) The Parity Debt Instrument providing for the issuance of such Parity Debt under this Section 3.04 shall provide that the proceeds of such Parity Debt shall be applied to the acquisition, construction, improvement, financing or refinancing of additional facilities, improvements or extensions of existing facilities within the Water System, or otherwise for facilities, improvements or property which the City determines are of benefit to the Water System, or for the purpose of refunding any Bonds or Parity Debt in whole or in part, including all costs (including costs of issuing such Parity Debt and including capitalized interest on such Parity Debt during any period which the City deems necessary or advisable) relating thereto. SECTION 3.05. Subordinate Debt. Nothing in this Indenture shall prohibit or impair the authority of the City to issue bonds or other obligations secured by a lien on Net Revenues which is subordinate to the lien established hereunder, upon such terms and in such principal amounts as the City may determine. SECTION 3.06. Validity of 2026 Bonds. The validity of the authorization and issuance of the 2026 Bonds shall not be affected in any way by any proceedings taken by the City for the refunding of the 2009 Bonds, or by any contracts made by the City in connection therewith, and the recital contained in the 2026 Bonds that the same are issued pursuant to the Refunding Law shall be conclusive evidence of their validity and of the regularity of their issuance. Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 54 Packet Pg. 319 of 474 19 ARTICLE IV PLEDGE OF NET REVENUES; FUNDS AND ACCOUNTS SECTION 4.01. Pledge of Net Revenues, Water Revenue Fund. (a) The City hereby transfers, places a charge upon, assigns and sets over to the Trustee, for the benefit of the Owners, the Net Revenues of the Water System. The Net Revenues of the Water System shall not be used for any other purpose while any of the 2026 Bonds remain Outstanding, except that out of Net Revenues of the Water System there may be apportioned and paid such sums for such purposes, as are expressly permitted by this Article. Said pledge shall constitute a first, direct and exclusive charge and lien on the Net Revenues of the Water System for the payment of the principal or Redemption Price of and interest on the 2026 Bonds in accordance with the terms thereof. (b) The Net Revenues of the Water System constitute a trust fund for the security and payment of the principal or Redemption Price of and interest on the 2026 Bonds. The general fund of the City is not liable and the credit or taxing power of the City is not pledged for the payment of the principal or Redemption Price of and interest on the 2026 Bonds. The Owner of the 2026 Bonds shall not compel the exercise of the taxing power by the City or the forfeiture of its property. The principal or Redemption Price of and interest on the 2026 Bonds are not a debt of the City, nor a legal or equitable pledge, charge, lien or encumbrance, upon any of its property, or upon any of its income, receipts, or revenues except the Net Revenues of the Water System. SECTION 4.02. Receipt and Deposit of Revenues. The City covenants and agrees that all Gross Revenues, when and as received, will be received and held by the City in trust hereunder and will be deposited by the City in the Water Revenue Fund (which has heretofore been created and now exists in the City Treasury) and will be accounted for through and held in trust in the Water Revenue Fund, and the City shall only have such beneficial right or interest in any of such money as in this Indenture provided. All such Gross Revenues shall be transferred, disbursed, allocated and applied solely to the uses and purposes hereinafter in this Article set forth, and shall be accounted for separately and apart from all other money, funds, accounts or other resources of the City. SECTION 4.03. Establishment of Funds and Accounts and Allocation of Revenues Thereto. The Debt Service Fund, as a special fund, and the Redemption Account, as a special account therein, are hereby created for the 2026 Bonds. The Debt Service Fund and the Redemption Account therein shall be held and maintained by the Trustee. All Gross Revenues shall be held in trust by the City in the Water Revenue Fund and shall be applied, transferred, used and withdrawn only for the purposes hereinafter authorized in this Article. (a) Operating Costs. The City shall first pay from the moneys in the Water Revenue Fund the budgeted Maintenance and Operation Costs as they become due and payable. (b) Debt Service. On or before the third Business Day prior to each Interest Payment Date, the City shall transfer from the Water Revenue Fund to the Trustee for deposit in the Debt Service Fund (i) an amount equal to the aggregate amount of interest to become due and payable on all Outstanding 2026 Bonds on the next succeeding Interest Payment Date, plus (ii) beginning on the third Business Day prior to the initial Sinking Fund Installment set forth in Article II, an amount Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 55 Packet Pg. 320 of 474 20 equal to the aggregate amount of Principal Installments (including any Sinking Fund Installments) becoming due and payable on all Outstanding 2026 Bonds on the next succeeding Principal Installment Date. All interest earnings and profits or losses on the investment of amounts in the Debt Service Fund shall be deposited in or charged to the Debt Service Fund and applied to the purposes thereof. No transfer and deposit need be made into the Debt Service Fund if the amount contained therein, taking into account investment earnings and profits, is at least equal to the Interest Requirement or Principal Installments to become due on the next Interest Payment Date or Principal Installment Date upon all Outstanding 2026 Bonds. Following the issuance of Parity Debt, moneys shall be transferred from the Water Revenue Fund to the Debt Service Fund and the debt service fund for any Parity Debt without preference or priority and, in the event of any insufficiency of such moneys, shall be transferred on a pro rata basis based on the amount due on the 2026 Bonds and any Parity Debt on such Interest Payment Date and without regard to moneys available in a debt service reserve account. (c) Debt Service Reserve Accounts. After making the payments, allocations and transfers provided for in subsection (b) above, if the balance in a debt service reserve account for any Parity Debt is less than the required level, the deficiency shall be restored by transfers from the first moneys which become available in the Water Revenue Fund. In the event of any insufficiency of such moneys, shall be transferred on a pro rata basis to the debt service reserve accounts for any Parity Debt based on the amount required to be deposited into the debt service reserve account. (d) Surplus. As long as all of the foregoing payments, allocations and transfers are made at the times and in the manner set forth above, any moneys remaining in the Water Revenue Fund may at any time be treated as surplus and applied as provided in Section 4.06. SECTION 4.04. Application of Debt Service Fund. (a) The Trustee shall withdraw from the Debt Service Fund, prior to each Interest Payment Date, an amount equal to the Interest Requirement payable on such Interest Payment Date, and shall cause the same to be applied to the payment of said interest when due and is hereby authorized to apply the same to the payment of such interest by check or draft (or by wire transfer, as the case may be), as provided in Section 2.01. (b) The Trustee shall withdraw from the Debt Service Fund, prior to each Principal Installment Date, an amount equal to the principal amount of the Outstanding Serial Bonds, if any, maturing on said Principal Installment Date, and shall cause the same to be applied to the payment of the principal of said 2026 Bonds when due, and is hereby authorized to apply the same to such payment upon presentation and surrender of the 2026 Bonds as they become due and payable, as provided in Section 2.01. (c) All withdrawals and transfers under the provisions of subsection (a) or subsection (b) of this Section shall be made not earlier than one (1) day prior to the Interest Payment Date or Principal Installment Date to which they relate, and the amount so withdrawn or transferred shall, for the purposes of this Indenture, be deemed to remain in and be part of the appropriate Account until such Interest Payment Date or Principal Installment Date. SECTION 4.05. Application of Redemption Account. On or before the date which is at least forty-five (45) days prior to any Interest Payment Date on which 2026 Bonds are subject to redemption pursuant to Section 2.02(a), as applicable, the City shall transfer from the Water Revenue Fund to the Trustee for deposit in the Redemption Account an amount at least equal to the Redemption Price (excluding accrued interest, which is payable from the Debt Service Fund) of such Bonds to be redeemed on such Interest Payment Date. In addition, the City shall transfer to the Trustee for deposit in the Redemption Account all amounts required to redeem any 2026 Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 56 Packet Pg. 321 of 474 21 Bonds which are subject to redemption pursuant to Section 2.02 (b), when and as such amounts become available. Amounts in the Redemption Account shall be applied by the Trustee solely for the purpose of paying the Redemption Price of 2026 Bonds to be redeemed pursuant to Sections 2.02 (a) or (b), as applicable. If after all of the 2026 Bonds have been paid or deemed to have been paid, there are moneys remaining in the Redemption Account, such moneys shall be transferred by the Trustee to the City for deposit in the Water Revenue Fund. SECTION 4.06. Surplus. Moneys remaining in the Water Revenue Fund after making the payments, allocations and transfers provided for in subsections (b) and (c) of Section 4.03 shall be applied by the City as required by applicable law. SECTION 4.07. Investments. All moneys in the Water Revenue Fund may be invested by the City from time to time in any investments permitted under State law. All moneys in the Debt Service Fund and Cost of Issuance Fund shall be invested by the Trustee solely in Authorized Investments, as directed pursuant to a Request of the City. In the absence of any such Request of the City, the Trustee shall hold such moneys uninvested. Obligations purchased as an investment of moneys in any Fund or Account shall be deemed to be part of such Fund or Account, and all interest or gain derived from the investment of amounts in any of the Funds or Accounts established hereunder shall be deposited in the Fund or Account from which such investment was made; and shall be accounted for and applied as provided in Section 4.04 (with respect to the Debt Service Fund). For purposes of acquiring any investments hereunder, the Trustee may commingle funds held by it hereunder with the written approval of the City. The Trustee may act as principal or agent in the acquisition of any investment. The Trustee shall incur no liability for losses arising from any investments made pursuant to this Section. The City acknowledges that to the extent regulations of the Comptroller of the Currency or other applicable regulatory entity grant the City the right to receive brokerage confirmations of security transactions as they occur, the City will not receive such confirmations to the extent permitted by law. The Trustee will furnish the City periodic cash transaction statements which include detail for all investment transactions made by the Trustee hereunder. The Trustee may make any investments hereunder through its own bond or investment department or trust investment department, or those of its parent or any affiliate. The Trustee or any of its affiliates may act as sponsor, advisor or manager in connection with any investments made by the Trustee hereunder. The Trustee may rely upon any investment direction of the City as a certification to the Trustee that such investment is a legal investment for purposes of this Indenture. SECTION 4.08. Valuation . (a) Method of Valuation, Frequency of Valuation. In computing the amount in any Fund or Account, Authorized Investments shall be valued at the market price, exclusive of accrued interest. With respect to all Funds and Accounts, valuation shall occur annually. (b) Additional Limitations. Except as otherwise provided in the following sentence, the City covenants that all investments of amounts deposited in any fund or account created by or pursuant to this Indenture, or otherwise containing gross proceeds of the 2026 Bonds (within the meaning of section 148 of the Tax Code) shall be acquired, disposed of, and valued (as of the date that valuation is required by this Indenture or the Tax Code) at Fair Market Value. Investments in funds or accounts (or portions thereof) that are subject to a yield restriction under applicable provisions of the Tax Code. SECTION 4.09. Rate Stabilization Fund . The City has the right at any time to establish a rate stabilization fund (the “Rate Stabilization Fund”) to be held by it and administered in accordance with this Section 4.09, for the purpose of stabilizing the rates and charges imposed by the City with respect to the Water System. From time to time the City may deposit amounts in Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 57 Packet Pg. 322 of 474 22 the Rate Stabilization Fund, from any source of legally available funds, including but not limited to Net Revenues which are released from the pledge and lien which secures the 2026 Bonds and any Parity Debt, as the City may determine. The City may, but is not required to, withdraw from any amounts on deposit in a Rate Stabilization Fund and deposit such amounts in the Water Revenue Fund. Amounts so transferred from a Rate Stabilization Fund to the Water Revenue Fund shall be applied for the purposes of the Water Revenue Fund. Amounts on deposit in a Rate Stabilization Fund shall not be pledged to or otherwise secure the 2026 Bonds or any Parity Debt. The City has the right at any time to withdraw any or all amounts on deposit in a Rate Stabilization Fund and apply such amounts for any lawful purposes of the City. Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 58 Packet Pg. 323 of 474 23 ARTICLE V COVENANTS OF THE CITY; SPECIAL TAX COVENANTS SECTION 5.01. Punctual Payment; Compliance With Documents. The City shall punctually pay or cause to be paid the interest and principal to become due with respect to all of the 2026 Bonds in strict conformity with the terms of the 2026 Bonds and of this Indenture, and will faithfully observe and perform all of the conditions, covenants and requirements of this Indenture and all Parity Debt Instruments. SECTION 5.02. Against Encumbrances. The City will not mortgage or otherwise encumber, pledge or place any charge upon the Water System or any part thereof, or upon any of the Net Revenues, except as provided in the Indenture; provided, however, that nothing in this Section 5.02 nor elsewhere in this Indenture shall be construed to prevent the City from entering into long-term contracts to finance supplies of water, gas, or electric energy, payments under which are accounted for as Maintenance and Operation Costs under the definition thereof in Section 1.01. SECTION 5.03. Discharge of Claims. The City covenants that in order to fully preserve and protect the priority and security of the 2026 Bonds the City shall pay from the Net Revenues and discharge all lawful claims for labor, materials and supplies furnished for or in connection with the Water System which, if unpaid, may become a lien or charge upon the Net Revenues prior or superior to the lien of the 2026 Bonds and impair the security of the 2026 Bonds. The City shall also pay from the Net Revenues all taxes and assessments or other governmental charges lawfully levied or assessed upon or in respect of the Water System or upon any part thereof or upon any of the Net Revenues therefrom. SECTION 5.04. Acquisition, Construction or Financing of any Improvement to the Water System. The City will acquire, construct, or finance any Improvement to the Water System to be financed with the proceeds of any Parity Debt with all practicable dispatch, and such Improvement will be made in an expeditious manner and in conformity with laws so as to complete the same as soon as possible. SECTION 5.05. Maintenance and Operation of Water System in Efficient and Economical Manner. The City covenants and agrees to maintain and operate the Water System in an efficient and economical manner and to operate, maintain and preserve the Water System in good repair and working order. SECTION 5.06. Against Sale, Eminent Domain. (a) The City will not sell, lease or otherwise dispose of the Water System or any part thereof essential to the proper operation of the Water System or to the maintenance of the Net Revenues except as herein expressly permitted. The City will not enter into any lease or agreement which impairs the operation of the Water System or any part thereof necessary to secure adequate Net Revenues for the payment of the interest on and principal or Redemption Price, if any, on the 2026 Bonds, or which would otherwise impair the rights of the Holders with respect to the Net Revenues or the operation of the Water System. Any real or personal property which has become non-operative or which is not needed for the efficient and proper operation of the Water System, or any material or equipment which has worn out, may be sold at not less than the market value thereof without the consent of the Holders if such sale will not reduce Net Revenues and if all of the Net Proceeds of such sale are deposited in the Water Revenue Fund. Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 59 Packet Pg. 324 of 474 24 (b) If all or any part of the Water System shall be taken by eminent domain proceedings, the Net Proceeds thereof shall be deposited in an Insurance and Condemnation Fund established and held by the City and applied as follows: (a) If the City has determined that it needs to use the Net Proceeds to make Improvements to the Water System in order for the City to comply with Section 5.05, the City shall use such Net Proceeds to make such additions, betterments, extensions or improvements. If such Net Proceeds shall exceed the costs of such additions, betterments, extensions or improvements that are required for the City to comply with Section 5.05, the excess shall be applied to any lawful purpose of the Water System, including (i) the payment of Debt Service on the 2026 Bonds and payments on any Parity Debt, (ii) the early redemption of the 2026 Bonds in accordance with Section 2.02(b) and prepayments of any Parity Debt in accordance with the related Parity Debt Instrument and (iii) the payment of capital costs of Improvements to the Water System. Until such time as the 2026 Bonds have been redeemed or paid at maturity, any such use of the Net Proceeds shall comply with Section 5.14. (b) If the City has determined that it does not need to use the Net Proceeds to make Improvements to the Water System in order for the City to comply with Section 5.05, the City shall use such Net Proceeds for any lawful purpose of the Water System, including including (i) the payment of Debt Service on the 2026 Bonds and payments on any Parity Debt, (ii) the early redemption of the 2026 Bonds in accordance with Section 2.02(b) and prepayments of any Parity Debt in accordance with the related Parity Debt Instrument and (iii) the payment of capital costs of Improvements to the Water System. Until such time as the 2026 Bonds have been redeemed or paid at maturity, any such use of the Net Proceeds shall comply with Section 5.14 SECTION 5.07. Insurance. (a) The City covenants that it shall at all times maintain such insurance on the Water System as is customarily maintained with respect to works and properties of like character against accident to, loss of or damage to such works or properties. Any such insurance shall be in the form of policies or contracts for insurance with insurers of good standing and shall be payable to the City, or may be in the form of self-insurance by the City. The City shall establish such fund or funds or reserves as are necessary to provide for its share of any such self-insurance. (b) In the event of any damage to or destruction of the Water System caused by the perils covered by such insurance, the Net Proceeds of such insurance shall be deposited by the City in an Insurance and Condemnation Fund to be established and held by the City and applied to the repair, reconstruction or replacement of the damaged or destroyed portion of the Water System to the extent required for the City to comply with Section 5.05. The City shall cause such repair, reconstruction or replacement to begin promptly after such damage or destruction shall occur and to continue and to be properly completed as expeditiously as possible, and shall pay out of the Net Proceeds of such insurance all costs and expenses in connection with such repair, reconstruction or replacement so that the same shall be completed and the Water System shall be free and clear of all liens and claims. If the Net Proceeds received by reason of any such loss shall exceed the costs of such repair, reconstruction or replacement that is required for the City to comply with Section 5.05, the excess shall be applied to any lawful purpose of the Water System, including (i) the payment of Debt Service on the 2026 Bonds and payments on any Parity Debt, (ii) the early redemption of the 2026 Bonds in accordance with Section 2.02(b) and prepayments of any Parity Debt in accordance with the related Parity Debt Instrument and (iii) the payment of capital costs of Improvements to the Water System. Until such time as the 2026 Bonds have been redeemed or paid at maturity, any such use of the Net Proceeds shall comply with Section 5.14. Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 60 Packet Pg. 325 of 474 25 If the City has determined that any Net Proceeds received by reason of a loss are not required to be applied to the repair, reconstruction or replacement of the damaged or destroyed portion of the Water System in order for the City to comply with Section 5.07, then the City shall apply the Net Proceeds to any lawful purpose of the Water System, including (i) the payment of Debt Service on the 2026 Bonds and payments on any Parity Debt, (ii) the early redemption of the 2026 Bonds in accordance with Section 2.02(b) and prepayments of any Parity Debt in accordance with the related Parity Debt Instrument and (iii) the payment of capital costs of Improvements to the Water System. Until such time as the 2026 Bonds have been redeemed or paid at maturity, any such use of the Net Proceeds shall comply with Section 5.14. SECTION 5.08. Records and Accounts. The City covenants that it shall keep proper books of record and accounts of the Water System, separate from all other records and accounts, in which complete and correct entries shall be made of all transactions relating to the Water System. Said books shall, upon reasonable request, be subject to the inspection of the Owners of not less than ten percent (10%) of the Outstanding 2026 Bonds or their representatives authorized in writing. The City covenants that it will cause the books and accounts of the Water System to be audited annually by an Independent Certified Public Accountant and will make available for inspection by the Bond Owners, upon reasonable request, a copy of the report of such Independent Certified Public Accountant. The City covenants that it will cause to be prepared annually, not more than two hundred seventy (170) days after the close of each Fiscal Year, as a part of its regular annual financial report, a summary statement showing the amount of Gross Revenues and the amount of all other funds collected which are required to be pledged or otherwise made available as security for payment of principal of and interest on the 2026 Bonds, the disbursements from the Gross Revenues and other funds in reasonable detail, and a general statement of the financial and physical condition of the Water System. The City shall furnish a copy of the statement to the Trustee, and upon written request, to any Bond Owner. The Trustee shall have no duty to review such statement. SECTION 5.09. Protection of Security and Rights of Owners. The City will preserve and protect the security of the 2026 Bonds and the rights of the Owners, and will warrant and defend their rights against all claims and demands of all persons. From and after the sale and delivery of the 2026 Bonds by the City, such 2026 Bonds shall be incontestable by the City. SECTION 5.10. Against Competitive Facilities. The City will not acquire, construct, operate or maintain any system or utility within the service area of the City that would be competitive with the Water System. SECTION 5.11. Payment of Taxes, Etc. The City will pay and discharge all taxes, assessments and other governmental charges which may hereafter be lawfully imposed upon the Water System or any part thereof or upon any Revenues when the same shall become due. The City will duly observe and conform with all valid requirements of any governmental authority relative to the Water System or any part thereof, and will comply with all requirements with respect to any state or federal grants received to assist in paying for the costs of the acquisition, construction or financing of any Improvements to the Water System. SECTION 5.12. Rates and Charges. (a) To the fullest extent permitted by law, the City shall fix and prescribe, at the commencement of each Fiscal Year, Charges for the Water System which are reasonably expected to be at least sufficient to yield during such Fiscal Year Net Revenues (including amounts Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 61 Packet Pg. 326 of 474 26 transferred from the Rate Stabilization Fund to the Water Revenue Fund during such Fiscal Year) equal to one hundred twenty-five percent (125%) of Debt Service on the 2026 Bonds and all Parity Debt payable in such Fiscal Year. (b) The City may make adjustments from time to time in such rates and charges and may make such classification thereof as it deems necessary, but shall not reduce the rates and charges then in effect unless the Net Revenues, from such reduced rates and charges are reasonably expected to be sufficient to meet the requirements of this section. (c) So long as the City has complied with its obligations set forth in clause (a) and (b) above, the failure of Net Revenues to equal one hundred twenty-five percent (125%) of Debt Service at the end of a Fiscal Year shall not constitute a default or an Event of Default hereunder. SECTION 5.13. No Priority for Additional Obligations. The City covenants that no additional bonds or other obligations shall be issued or incurred having any priority in payment of principal or interest out of the Net Revenues over the 2026 Bonds. SECTION 5.14. Tax Covenants. (a) Private Activity Bond Limitation. The City will assure that the proceeds of the 2026 Bonds are not so used as to cause the 2026 Bonds to satisfy the private business tests of section 141(b) of the Tax Code or the private loan financing test of section 141(c) of the Tax Code. (b) Federal Guarantee Prohibition. The City will not take any action or permit or suffer any action to be taken if the result of such action would be to cause any of the 2026 Bonds to be "federally guaranteed" within the meaning of section 149(b) of the Tax Code. (c) Rebate Requirement. The City will take any and all actions necessary to assure compliance with section 148(f) of the Tax Code, relating to the rebate of excess investment earnings, if any, to the federal government, to the extent that such section is applicable to the 2026 Bonds. (d) No Arbitrage. The City will not take, or permit or suffer to be taken by the Trustee or otherwise, any action with respect to the proceeds of the 2026 Bonds which, if such action had been reasonably expected to have been taken, or had been deliberately and intentionally taken, on the date of issuance of the 2026 Bonds would have caused the 2026 Bonds to be "arbitrage bonds" within the meaning of section 148 of the Tax Code. (e) Maintenance of Tax-Exemption. The City will take all actions necessary to assure the exclusion of interest on the 2026 Bonds from the gross income of the Owners of the 2026 Bonds to the same extent as such interest is permitted to be excluded from gross income under the Tax Code as in effect on the date of issuance of the 2026 Bonds. (f) Record Retention. The City will retain its records of all accounting and monitoring it carries out with respect to the 2026 Bonds for at least 3 years after the 2026 Bonds mature or are redeemed (whichever is earlier); however, if the 2026 Bonds are redeemed and refunded, the City will retain its records of accounting and monitoring at least 3 years after the earlier of the maturity or redemption of the obligations that refunded the 2026 Bonds. (g) Compliance with Tax Certificate. The City will comply with the provisions of the Tax Certificate and the Use of Proceeds Certificate with respect to the 2026 Bonds, which are incorporated herein as if fully set forth herein. The covenants of this Section will survive payment in full or defeasance of the 2026 Bonds. Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 62 Packet Pg. 327 of 474 27 SECTION 5.15. Further Assurances. The City will adopt, make, execute and deliver any and all such further resolutions, instruments and assurances as may be reasonably necessary or proper to carry out the intention or to facilitate the performance of this Indenture, and for the better assuring and confirming unto the Owners of the 2026 Bonds the rights and benefits provided in this Indenture. SECTION 5.16. Continuing Disclosure. The City will provide information on the financial condition of the Water System to any Bond Owner or other interested person upon request and with payment of the City-prescribed handling costs thereof. Such information will be limited to financial statements and staff reports which have previously been distributed to the City Council. Additionally, the City will file annually with the Trustee a copy of its audited financial reports. The Trustee shall have no duty to review such reports. Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 63 Packet Pg. 328 of 474 28 ARTICLE VI THE TRUSTEE SECTION 6.01. Appointment of Trustee. U.S. Bank Trust Company, National Association, a national banking association organized and existing under and by virtue of the laws of the United States of America, at its corporate trust office in San Francisco, California, is hereby appointed Trustee by the City for the purpose of receiving all moneys required to be deposited with the Trustee hereunder and to allocate, use and apply the same as provided in this Indenture. The City agrees that it will maintain a Trustee having a corporate trust office in San Francisco, California, with a combined capital and surplus of at least One Hundred Million Dollars ($100,000,000), and subject to supervision or examination by federal or State authority, so long as any 2026 Bonds are Outstanding. If such bank or trust company publishes a report of condition at least annually pursuant to law or to the requirements of any supervising or examining authority above referred to, then for the purpose of this Section 6.01 the combined capital and surplus of such bank or trust company shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. The Trustee is hereby authorized to pay the 2026 Bonds when duly presented for payment at maturity, or on redemption or purchase prior to maturity, and to cancel all 2026 Bonds upon payment thereof. The Trustee shall keep accurate records of all funds administered by it and of all 2026 Bonds paid and discharged. SECTION 6.02. Acceptance of Trusts. The Trustee hereby accepts the trusts imposed upon it by this Indenture, and agrees to perform said trusts, but only upon and subject to the following express terms and conditions: (a) The Trustee, prior to the occurrence of an Event of Default and after curing or waiver of all Events of Default which may have occurred, undertakes to perform such duties and only such duties as are specifically set forth in this Indenture. In case an Event of Default hereunder has occurred (which has not been cured or waived) the Trustee may exercise such of the rights and powers vested in it by this Indenture, and shall use the same degree of care and skill in their exercise, as a prudent and reasonable man would exercise or use under the circumstances in the conduct of his own affairs. (b) The Trustee may execute any of the trusts or powers hereof and perform the duties required of it hereunder by or through attorneys, agents, or receivers but shall be answerable for the selection of the same in accordance with the standard specified above, and shall be entitled to advice of counsel concerning all matters of trust and its duty hereunder, and the Trustee shall not be liable for any action taken or not taken by it in good faith reliance upon the advice or opinion of such counsel. (c) The Trustee shall not be responsible for any recital herein, or in the 2026 Bonds, or for the validity of this Indenture or any of the supplements thereto or instruments of further assurance, or for the sufficiency of the security for the 2026 Bonds issued hereunder or intended to be secured hereby and the Trustee shall not be bound to ascertain or inquire as to the observance or performance of any covenants, conditions or agreements on the part of the City hereunder. The Trustee shall not be responsible or liable for any loss suffered in connection with any investment of funds made by it in accordance with Section 4.07. (d) The Trustee shall not be accountable for the use of any proceeds of sale of the 2026 Bonds delivered hereunder. The Trustee may become the Owner of 2026 Bonds Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 64 Packet Pg. 329 of 474 29 secured hereby with the same rights which it would have if not the Trustee; may acquire and dispose of other bonds or evidence of indebtedness of the City with the same rights it would have if it were not the Trustee; and may act as a depositary for and permit any of its officers or directors to act as a member of, or in any other capacity with respect to, any committee formed to protect the rights of Owners of 2026 Bonds, whether or not such committee shall represent the Owners of the majority in principal amount of the 2026 Bonds then Outstanding. (e) In the absence of bad faith on its part, the Trustee shall be protected in acting upon any notice, request, consent, certificate, order, affidavit, letter, telegram or other paper or document believed by it to be genuine and correct and to have been signed or sent by the proper person or persons. Any action taken or omitted to be taken by the Trustee in good faith and without negligence pursuant to this Indenture upon the request or authority or consent of any person who at the time of making such request or giving such authority or consent is the Owner of any 2026 Bond, shall be conclusive and binding upon all future Owners of the same 2026 Bond and upon 2026 Bonds issued in exchange therefor or in place thereof. The Trustee shall not be bound to recognize any person as an Owner of any 2026 Bond or to take any action at his request unless the ownership of such 2026 Bond by such person shall be reflected on the Bond Registration Books. (f) As to the existence or non-existence of any fact or as to the sufficiency or validity of any instrument, paper or proceeding, the Trustee shall be entitled to rely upon a Certificate of the City as sufficient evidence of the facts therein contained and prior to the occurrence of an Event of Default hereunder of which the Trustee has been given notice or is deemed to have notice, as provided in Section 6.02(h) hereof, shall also be at liberty to accept a similar certificate to the effect that any particular dealing, transaction or action is necessary or expedient, but may at its discretion secure such further evidence deemed by it to be necessary or advisable, but shall in no case be bound to secure the same. The Trustee may accept a Certificate of the City to the effect that an authorization in the form therein set forth has been adopted by the City, as conclusive evidence that such authorization has been duly adopted and is in full force and effect. (g) The permissive right of the Trustee to do things enumerated in this Indenture shall not be construed as a duty and it shall not be answerable for other than its negligence or willful default. The immunities and exceptions from liability of the Trustee shall extend to its officers, directors, employees and agents. (h) The Trustee shall not be required to take notice or be deemed to have notice of any Event of Default hereunder except failure by the City to make any of the payments to the Trustee required to be made by the City pursuant hereto or failure by the City to file with the Trustee any document required by this Indenture to be so filed subsequent to the issuance of the 2026 Bonds, unless the Trustee shall be specifically notified in writing of such default by the City or by the Owners of at least twenty-five percent (25%) in aggregate principal amount of the 2026 Bonds then Outstanding and all notices or other instruments required by this Indenture to be delivered to the Trustee must, in order to be effective, be delivered at the Trust Office of the Trustee, and in the absence of such notice so delivered the Trustee may conclusively assume there is no Event of Default hereunder except as aforesaid. (i) At any and all reasonable times the Trustee, and its duly authorized agents, attorneys, experts, engineers, accountants and representatives, shall have the right (but not the duty) fully to inspect the Water System, including all books, papers and records of the City pertaining to the Water System and the 2026 Bonds, and to take such Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 65 Packet Pg. 330 of 474 30 memoranda from and with regard thereto as may be desired but which is not privileged by statute or by law. (j) The Trustee shall not be required to give any bond or surety in respect of the execution of the said trusts and powers or otherwise in respect of the premises. (k) Notwithstanding anything elsewhere in this Indenture with respect to the execution of any 2026 Bonds, the withdrawal of any cash, the release of any property, or any action whatsoever within the purview of this Indenture, the Trustee shall have the right, but shall not be required, to demand any showings, certificates, opinions, appraisals or other information, or corporate action or evidence thereof, as may be deemed desirable for the purpose of establishing the right of the City to the execution of any 2026 Bonds, the withdrawal of any cash, or the taking of any other action by the Trustee. (l) Before taking the action referred to in Section 8.03 the Trustee may require that a satisfactory indemnity bond be furnished for the reimbursement of all expenses to which it may be put and to protect it against all liability, except liability which is adjudicated to have resulted from its negligence or willful default in connection with any such action. (m) All moneys received by the Trustee shall, until used or applied or invested as herein provided, be held in trust for the purposes for which they were received but need not be segregated from other funds except to the extent required by law. The Trustee shall not be under any liability for interest on any moneys received hereunder except such as may be agreed upon. SECTION 6.03. Fees, Charges and Expenses of Trustee. The Trustee shall be paid by the City and reimbursed by the City for reasonable fees for its services rendered hereunder and all advances, counsel fees (including expenses) and other expenses reasonably and necessarily made or incurred by the Trustee in connection with such services. Upon the occurrence of an Event of Default hereunder, but only upon an Event of Default, the Trustee shall have a first lien with right of payment prior to payment of any 2026 Bond upon the amounts held hereunder for the foregoing fees, charges and expenses incurred by it respectively. SECTION 6.04. Notice to Bond Owners of Default. If an Event of Default hereunder occurs with respect to any 2026 Bonds, of which the Trustee has been given or is deemed to have notice, as provided in Section 6.02(h) hereof, then the Trustee shall promptly give written notice thereof by first-class mail to the Owner of each such 2026 Bond, unless such Event of Default shall have been cured before the giving of such notice; provided, however, that unless such Event of Default consists of the failure by the City to make any payment when due, the Trustee may elect not to give such notice if and so long as the Trustee in good faith determines that it is in the best interests of the Bond Owners not to give such notice. SECTION 6.05. Intervention by Trustee. In any judicial proceeding to which the City is a party which, in the opinion of the Trustee and its counsel, has a substantial bearing on the interests of Owners of any of the 2026 Bonds, the Trustee may intervene on behalf of such Bond Owners, and subject to Section 6.02 (l) hereof, shall do so if requested in writing by the Owners of at least twenty-five percent (25%) in aggregate principal amount of such 2026 Bonds then Outstanding. SECTION 6.06. Removal of Trustee. The Owners of a majority in aggregate principal amount of the Outstanding 2026 Bonds may at any time, and the City may, so long as no Event of Default shall have occurred and then be continuing, remove the Trustee initially appointed, and any successor thereto, by an instrument or concurrent instruments in writing delivered to the Trustee (where applicable), whereupon the City or such Owners, as the case may be, shall Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 66 Packet Pg. 331 of 474 31 appoint a successor or successors thereto; provided that any such successor shall be a bank or trust company meeting the requirements set forth in Section 6.01 hereof. SECTION 6.07. Resignation by Trustee. The Trustee and any successor Trustee may at any time resign by giving thirty (30) days' written notice by registered or certified mail to the City. Upon receiving such notice of resignation, the City shall promptly appoint a successor Trustee. Any resignation or removal of the Trustee and appointment of a successor Trustee shall become effective upon acceptance of appointment by the successor Trustee. Upon such acceptance, the City shall cause notice thereof to be given by first class mail to the Bond Owners at their respective addresses set forth on the Bond Registration Books. No resignation of the Trustee shall take effect until a successor is appointed and has accepted. SECTION 6.08. Appointment of Successor Trustee. In the event of the removal or resignation of the Trustee pursuant to Sections 6.06 or 6.07, respectively, the City shall promptly appoint a successor Trustee. In the event the City shall for any reason whatsoever fail to appoint a successor Trustee within forty-five (45) days following the delivery to the Trustee of the instrument described in Section 6.06 or within forty-five (45) days following the receipt of notice by the City pursuant to Section 6.07, the Trustee may apply to a court of competent jurisdiction for the appointment of a successor Trustee meeting the requirements of Section 6.01 hereof. Any such successor Trustee appointed by such court shall become the successor Trustee hereunder notwithstanding any action by the City purporting to appoint a successor Trustee following the expiration of such forty-five-day period. SECTION 6.09. Merger or Consolidation. Any company into which the Trustee may be merged or converted or which it may be consolidated or any company resulting from any merger, conversion or consolidation to which it shall be a party or any company to which the Trustee may sell or transfer all or substantially all of its corporate trust business, provided that such company shall be eligible under Section 6.01, shall be the successor to the Trustee and vested with all of the title to the trust estate and all of the trusts, powers, discretions, immunities, privileges and all other matters as was its predecessor, without the execution or filing of any paper or further act, anything herein to the contrary notwithstanding. SECTION 6.10. Concerning any Successor Trustee. Every successor Trustee appointed hereunder shall execute, acknowledge and deliver to its predecessor and also to the City an instrument in writing accepting such appointment hereunder and thereupon such successor, without any further act, deed or conveyance, shall become fully vested with all the estates, properties, rights, powers, trusts, duties and obligations of its predecessors; but such predecessor shall, nevertheless, on the Request of the City, or of its successor, execute and deliver an instrument transferring to such successor all the estates, properties, rights, powers and trusts of such predecessor hereunder; and every predecessor Trustee shall deliver all securities and moneys held by it as the Trustee hereunder to its successor. Should any instrument in writing from the City be required by any successor Trustee for more fully and certainly vesting in such successor the estate, rights, powers and duties hereby vested or intended to be vested in the predecessor, any and all such instruments in writing shall, on request, be executed, acknowledged and delivered by the City. SECTION 6.11. Appointment of Co-Trustee. It is the purpose of this Indenture that there shall be no violation of any law of any jurisdiction (including particularly the law of the State) denying or restricting the right of banking corporations or associations to transact business as Trustee in such jurisdiction. It is recognized that in the case of litigation under this Indenture, and in particular in case of the enforcement of the rights of the Trustee on default, or in the case the Trustee deems that by reason of any present or future law of any jurisdiction it may not exercise any of the powers, rights or remedies herein granted to the Trustee or hold title to the properties, in trust, as herein granted, or take any other action which may be desirable or Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 67 Packet Pg. 332 of 474 32 necessary in connection therewith, it may be necessary that the Trustee appoint an additional individual or institution as a separate or co-trustee. The following provisions of this Section 6.11 are adopted to these ends. In the event that the Trustee appoints an additional individual or institution as a separate or co-trustee, each and every remedy, power, right, claim, demand, cause of action, immunity, estate, title, interest and lien expressed or intended by this Indenture to be exercised by or vested in or conveyed to the Trustee with respect thereto shall be exercisable by and vest in such separate or co-trustee but only to the extent necessary to enable such separate or co-trustee to exercise such powers, rights and remedies, and every covenant and obligation necessary to the exercise thereof by such separate or co-trustee shall run to and be enforceable by either of them. Should any instrument in writing from the City be required by the separate trustee or co- trustee so appointed by the Trustee for more fully and certainly vesting in and confirming to it such properties, rights, powers, trusts, duties and obligations, any and all such instruments in writing shall, on request, be executed, acknowledged and delivered by the City. In case any separate trustee or co-trustee, or a successor to either, shall become incapable of acting, resign or be removed, all the estates, properties, rights, powers, trusts, duties and obligations of such separate trustee or co-trustee, so far as permitted by law, shall vest in and be exercised by the Trustee until the appointment of a new trustee or successor to such separate trustee or co-trustee. SECTION 6.12. Indemnification; Limited Liability of Trustee. The City shall indemnify and hold the Trustee harmless from and against all claims, losses, costs, expenses, liabilities and damages including legal fees and expenses arising from the exercise and performance of its duties hereunder. Such indemnity shall survive the resignation or removal of the Trustee hereunder. No provision in this Indenture shall require the Trustee to risk or expend its own funds or otherwise incur any financial liability hereunder if it shall have reasonable grounds for believing repayment of such funds or adequate indemnity against such liability or risk is not assured to it. The Trustee shall not be liable for any action taken or omitted to be taken by it in accordance with the direction of a majority (or other percentage provided herein) of the Owners of the principal amount of Bonds Outstanding relating to the exercise of any right, power or action, or the time, method and place of conducting any proceeding or remedy available to the Trustee under this Indenture. Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 68 Packet Pg. 333 of 474 33 ARTICLE VII MODIFICATION AND AMENDMENT OF THE INDENTURE SECTION 7.01. Amendment by Consent of Bond Owners. This Indenture and the rights and obligations of the City and of the Owners of the 2026 Bonds may be modified or amended at any time by a supplemental indenture which shall become binding when the written consent of the Owners of a majority in aggregate principal amount of the 2026 Bonds then Outstanding exclusive of 2026 Bonds disqualified as provided in Section 7.03 hereof, are filed with the Trustee. No such modification or amendment shall (a) extend the maturity of or reduce the interest rate on any 2026 Bond or otherwise alter or impair the obligation of the City to pay the principal, interest or redemption premiums at the time and place and at the rate and in the currency provided therein of any 2026 Bond without the express written consent of the Owner of such 2026 Bond, (b) reduce the percentage of 2026 Bonds required for the written consent to any such amendment or modification, or (c) without its written consent thereto, modify any of the rights or obligations of the Trustee. SECTION 7.02. Amendment Without Consent of Bond Owners. This Indenture and the rights and obligations of the City and of the Owners of the 2026 Bonds may also be modified or amended at any time by a supplemental indenture which shall become binding upon execution and delivery, without consent of any Bond Owners, but only to the extent permitted by law and only for any one or more of the following purposes- (a) to add to the covenants and agreements of the City in this Indenture contained, other covenants and agreements thereafter to be observed, or to limit or surrender any rights or power herein reserved to or conferred upon the City; or (b) to make such provisions for the purpose of curing any ambiguity, or of curing, correcting or supplementing any defective provision contained in this Indenture, or in any other respect whatsoever as the City may deem necessary or desirable, provided under any circumstances that such modifications or amendments shall not adversely affect the interests of the Owners of the 2026 Bonds; (c) to provide for the issuance of any Parity Debt, and to provide the terms and conditions under which such Parity Debt may be issued, including but not limited to the establishment of special funds and accounts relating to such Parity Debt and any other provisions relating solely to such Parity Debt, subject to and in accordance with the provisions of Section 3.04; or (d) to make such additions, deletions or modifications as may be necessary or desirable to assure exemption from federal income taxation of interest on the 2026 Bonds. SECTION 7.03. Disqualified Bonds. 2026 Bonds owned or held by or for the account of the City (but excluding 2026 Bonds held in any employees' retirement fund) shall not be deemed Outstanding for the purpose of any consent or other action or any calculation of Outstanding 2026 Bonds in this article provided for, and shall not be entitled to consent to, or take any other action in this article provided for. SECTION 7.04. Endorsement or Replacement of 2026 Bonds After Amendment. After the effective date of any action taken as hereinabove provided, the City may determine that the 2026 Bonds shall bear a notation, by endorsement in form approved by the City, as to such action, and in that case upon demand of the Owner of any Bond Outstanding at such effective date and presentation of his 2026 Bond for that purpose at the Trust Office of the Trustee, a suitable Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 69 Packet Pg. 334 of 474 34 notation as to such action shall be made on such 2026 Bond. If the City shall so determine, new 2026 Bonds so modified as, in the opinion of the City, shall be necessary to conform to such Bond Owners' action shall be prepared and executed, and in that case upon demand of the Owner of any 2026 Bond Outstanding at such effective date such new 2026 Bonds shall be exchanged at the Trust Office of the Trustee, without cost to each Bond Owner, for 2026 Bonds then Outstanding, upon surrender of such Outstanding 2026 Bonds. SECTION 7.05. Amendment by Mutual Consent. The provisions of this Article VII shall not prevent any Bond Owner from accepting any amendment as to the particular 2026 Bond held by him, provided that due notation thereof is made on such 2026 Bond. Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 70 Packet Pg. 335 of 474 35 ARTICLE VIII EVENTS OF DEFAULT AND REMEDIES OF BOND OWNERS SECTION 8.01. Events of Default and Acceleration of Maturities. The following events shall be Events of Default hereunder: (a) Default in the due and punctual payment of the principal of any 2026 Bond when and as the same shall become due and payable, whether at maturity as therein expressed, by proceedings for redemption, by declaration or otherwise; (b) Default in the due and punctual payment of any installment of interest on any 2026 Bond when and as such interest installment shall become due and payable; (c) Default by the City in the observance of any of the covenants, agreements or conditions on its part in this Indenture or in the 2026 Bonds contained, and such default shall have continued for a period of sixty (60) days after the City shall have been given notice in writing of such default by the Trustee; or (d) The filing by the City of a petition or answer seeking reorganization or arrangement under the federal bankruptcy laws or any other applicable law of the United States of America, or if a court of competent jurisdiction shall approve a petition, filed with or without the consent of the City, seeking reorganization under the federal bankruptcy laws or any other applicable law of the United States of America, or if, under the provisions of any other law for the relief or aid of debtors, any court of competent jurisdiction shall assume custody or control of the City or of the whole or any substantial part of its property. Upon the occurrence of an Event of Default, the Trustee may, and shall, at the direction of the owners of a majority of the principal amount of the 2026 Bonds, by written notice to the City, declare the principal of the 2026 Bonds to be immediately due and payable, whereupon that portion of the principal of the 2026 Bonds thereby coming due and there interest thereon accrued to the date of payment shall, without further action, become and be immediately due and payable, anything in this Indenture or in the 2026 Bonds to the contrary notwithstanding. This provision, however, is subject to the condition that if, at any time after the principal of the 2026 Bonds shall have been so declared due and payable and before any judgment or decree for the payment of the moneys due shall have been obtained or entered, the City shall deposit with the Trustee a sum sufficient to pay all of the principal of and interest on the 2026 Bonds having come due prior to such declaration, with interest on such overdue principal and interest calculated at the rate of interest per annum then borne by the Outstanding 2026 Bonds, and the reasonable fees and expenses of the Trustee and those of its attorneys, and any and all other defaults known to the Trustee (other than in the payment of the principal of and interest on the 2026 Bonds having come due and payable solely by reason of such declaration) shall have been made good or cured to the satisfaction of the Trustee or provision deemed by the Trustee to be adequate shall have been made therefor, then, and in every such case, the Owners of a majority in aggregate principal amount of the 2026 Bonds at the time Outstanding may, by written notice to the City and to the Trustee, on behalf of the Owners of all of the Outstanding 2026 Bonds, rescind and annul such declaration and its consequences. However, no such rescission and annulment shall extend to or shall affect any subsequent default, or shall impair or exhaust any right or power consequent thereon. SECTION 8.02. Application of Funds Upon Acceleration. All amounts received by the Trustee pursuant to any right given or action taken by the Trustee under the provisions of this Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 71 Packet Pg. 336 of 474 36 Indenture shall be applied by the Trustee in the following order upon presentation of the several 2026 Bonds, and the stamping thereon of the amount of the payment if only partially paid, or upon the surrender thereof if fully paid - First, to the payment of the costs and expenses of the Trustee and of Bond Owners in declaring such Event of Default, including reasonable compensation to their agents, attorneys and counsel, and to the payment of the costs and expenses of the Trustee, if any, in carrying out the provisions of this Article VIII, including reasonable compensation to its agents, attorneys and counsel; and Second, to the payment of the whole amount then owing and unpaid upon the 2026 Bonds for interest and principal, with interest on such overdue amounts to the extent permitted by law at the rate of interest then borne by the Outstanding 2026 Bonds, and in case such moneys shall be insufficient to pay in full the whole amount so owing and unpaid upon the 2026 Bonds, then to the payment of such interest, principal and interest on overdue amounts without preference or priority among such interest, principal and interest on overdue amounts ratably in proportion to the aggregate of such interest, principal and interest on overdue amounts. SECTION 8.03. Other Remedies; Rights of Bond Owners. Upon the occurrence of an Event of Default, the Trustee may pursue any available remedy, in addition to the remedy specified in Section 8.01, at law or in equity to enforce the payment of the principal of, premium, if any, and interest on the Outstanding 2026 Bonds, and to enforce any rights of the Trustee under or with respect to this Indenture. If an Event of Default shall have occurred and be continuing and if requested so to do by the Owners of at least twenty-five percent (25%) in aggregate principal amount of Outstanding 2026 Bonds and indemnified as provided in Section 6.02 (l), the Trustee shall be obligated to exercise such one or more of the rights and powers conferred by this Article VIII, as the Trustee, being advised by counsel, shall deem most expedient in the interests of the Bond Owners. No remedy by the terms of this Indenture conferred upon or reserved to the Trustee (or to the Bond Owners) is intended to be exclusive of any other remedy, but each and every such remedy shall be cumulative and shall be in addition to any other remedy given to the Trustee or to the Bond Owners hereunder or now or hereafter existing at law or in equity. No delay or omission to exercise any right or power accruing upon any Event of Default shall impair any such right or power or shall be construed to be a waiver of any such Event of Default or acquiescence therein; such right or power may be exercised from time to time as often as may be deemed expedient. SECTION 8.04. Power of Trustee to Control Proceedings. In the event that the Trustee, upon the happening of an Event of Default, shall have taken any action, by judicial proceedings or otherwise, pursuant to its duties hereunder, whether upon its own discretion or upon the request of the Owners of a majority in principal amount of the 2026 Bonds then Outstanding, it shall have full power, in the exercise of its discretion for the best interests of the Owners of the 2026 Bonds, with respect to the continuance, discontinuance, withdrawal, compromise, settlement or other disposal of such action; provided, however, that the Trustee shall not, unless there no longer continues an Event of Default, discontinue, withdraw, compromise or settle, or otherwise dispose of any litigation pending at law or in equity, if at the time there has been filed with it a written request signed by the Owners of a majority in principal amount of the Outstanding 2026 Bonds hereunder opposing such discontinuance, withdrawal, compromise, settlement or other disposal of such litigation. Any suit, action or proceeding which any Owner of 2026 Bonds shall have the right to bring to enforce any right or remedy hereunder may be Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 72 Packet Pg. 337 of 474 37 brought by the Trustee for the equal benefit and protection of all Owners of 2026 Bonds similarly situated and the Trustee is hereby appointed (and the successive respective Owners of the 2026 Bonds issued hereunder, by taking and holding the same, shall be conclusively deemed so to have appointed it) the true and lawful attorney-in-fact of the respective Owners of the 2026 Bonds for the purpose of bringing any such suit, action or proceeding and to do and perform any and all acts and things for and on behalf of the respective Owners of the 2026 Bonds as a class or classes, as may be necessary or advisable in the opinion of the Trustee as such attorney-in-fact. SECTION 8.05. Appointment of Receivers. Upon the occurrence of an Event of Default hereunder, and upon the filing of a suit or other commencement of judicial proceedings to enforce the rights of the Trustee and of the Bond Owners under this Indenture, the Trustee shall be entitled, as a matter of right, to the appointment of a receiver or receivers of the Net Revenues and other amounts pledged hereunder, pending such proceedings, with such powers as the court making such appointment shall confer. SECTION 8.06. Non-Waiver. Nothing in this Article VIII or in any other provision of this Indenture, or in the 2026 Bonds, shall affect or impair the obligation of the City, which is absolute and unconditional, to pay the interest on and principal of the 2026 Bonds to the respective Owners of the 2026 Bonds at the respective dates of maturity, as herein provided, out of the Net Revenues and other moneys herein pledged for such payment. A waiver of any default or breach of duty or contract by the Trustee or any Bond Owners shall not affect any subsequent default or breach of duty or contract, or impair any rights or remedies on any such subsequent default or breach. No delay or omission of the Trustee or any Owner of any of the 2026 Bonds to exercise any right or power accruing upon any default shall impair any such right or power or shall be construed to be a waiver of any such default or an acquiescence therein; and every power and remedy conferred upon the Trustee or Bond Owners by the Refunding Law or by this Article VIII may be enforced and exercised from time to time and as often as shall be deemed expedient by the Trustee or the Bond Owners, as the case may be. If a suit, action or proceeding to enforce any right or exercise any remedy is abandoned or determined adversely to the Bond Owners, the City and the Bond Owners shall be restored to their former positions, rights and remedies as if such suit, action or proceeding had not been brought or taken. SECTION 8.07. Rights and Remedies of Bond Owners. No Owner of any 2026 Bond issued hereunder shall have the right to institute any suit, action or proceeding at law or in equity, for any remedy under or upon this Indenture, unless (a) such Owner shall have previously given to the Trustee written notice of the occurrence of an Event of Default; (b) the Owners of a majority in aggregate principal amount of all the 2026 Bonds then Outstanding shall have made written request upon the Trustee to exercise the powers hereinbefore granted or to institute such action, suit or proceeding in its own name; (c) said Owners shall have tendered to the Trustee indemnity reasonably acceptable to the Trustee against the costs, expenses and liabilities to be incurred in compliance with such request; and (d) the Trustee shall have refused or omitted to comply with such request for a period of sixty (60) days after such written request shall have been received by, and said tender of indemnity shall have been made to, the Trustee. Such notification, request, tender of indemnity and refusal or omission are hereby declared, in every case, to be conditions precedent to the exercise by any Owner of 2026 Bonds of any remedy hereunder; it being understood and intended that no one or more Owners of 2026 Bonds shall have any right in any manner whatever by his or their action to enforce any right under this Indenture, except in the manner herein provided, and that all proceedings at law or in Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 73 Packet Pg. 338 of 474 38 equity to enforce any provision of this Indenture shall be instituted, had and maintained in the manner herein provided and for the equal benefit of all Owners of the Outstanding 2026 Bonds. The right of any Owner of any 2026 Bond to receive payment of the principal of and interest and premium (if any) on such 2026 Bond as herein provided or to institute suit for the enforcement of any such payment, shall not be impaired or affected without the written consent of such Owner, notwithstanding the foregoing provisions of this Section or any other provision of this Indenture. SECTION 8.08. Termination of Proceedings. In case the Trustee shall have proceeded to enforce any right under this Indenture by the appointment of a receiver or otherwise, and such proceedings shall have been discontinued or abandoned for any reason, or shall have been determined adversely, then and in every such case, the City, the Trustee and the Bond Owners shall be restored to their former positions and rights hereunder, respectively, with regard to the property subject to this Indenture, and all rights, remedies and powers of the Trustee shall continue as if no such proceedings had been taken. Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 74 Packet Pg. 339 of 474 39 ARTICLE IX MISCELLANEOUS SECTION 9.01. Limited Liability of City. Notwithstanding anything in this Indenture contained, the City shall not be required to advance any moneys derived from any source of income other than the Net Revenues for the payment of the principal of or interest on the 2026 Bonds, or any premiums upon the redemption thereof, or for the performance of any covenants herein contained (except to the extent any such covenants are expressly payable hereunder from the Gross Revenues). The City may, however, advance funds for any such purpose, provided that such funds are derived from a source legally available for such purpose and may be used by the City for such purpose without incurring indebtedness. SECTION 9.02. Benefits of Indenture Limited to Parties. Nothing in this Indenture, expressed or implied, is intended to give to any person other than the City, the Trustee and the Owners of the 2026 Bonds, any right, remedy or claim under or by reason of this Indenture. Any covenants, stipulations, promises or agreements in this Indenture contained by and on behalf of the City shall be for the sole and exclusive benefit of the Trustee and the Owners of the 2026 Bonds. SECTION 9.03. Discharge of Indenture. If the City shall pay and discharge any or all of the Outstanding 2026 Bonds in any one or more of the following ways: (a) by well and truly paying or causing to be paid the principal of and interest and premium (if any) on such 2026 Bonds, as and when the same become due and payable; (b) by depositing with the Trustee, in trust, at or before maturity, money which, together with the available amounts then on deposit in the funds and accounts established pursuant to this Indenture, is fully sufficient to pay such 2026 Bonds, including all principal, interest and redemption premiums; or (c) by depositing with a qualified escrow holder, in trust, Defeasance Obligations in such amount as the City (verified by an Independent Certified Public Accountant) shall determine will, together with the interest to accrue thereon and available moneys then on deposit in the Funds and Accounts established pursuant to this Indenture, be fully sufficient to pay and discharge the indebtedness on such 2026 Bonds (including all principal, interest and redemption premiums, if any) at or before their respective maturity dates; and if such 2026 Bonds are to be redeemed prior to the maturity thereof notice of such redemption shall have been mailed pursuant to Section 2.02(d) or provision satisfactory to the Trustee shall have been made for the mailing of such notice, then, at the election of the City, and notwithstanding that any of such 2026 Bonds shall not have been surrendered for payment, the pledge of the Net Revenues and other funds provided for in this Indenture with respect to such 2026 Bonds, and all other pecuniary obligations of the City under this Indenture with respect to all such 2026 Bonds, shall cease and terminate, except only the obligation of the City to pay or cause to be paid to the Owners of such 2026 Bonds not so surrendered and paid all sums due thereon from amounts set aside for such purpose as aforesaid, and all expenses and costs of the Trustee. Notice of such election shall be filed with the Trustee. Any funds thereafter held by the Trustee, which are not required for said purposes, shall be paid over to the City. Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 75 Packet Pg. 340 of 474 40 Refunding bonds may be issued at any time without regard to whether an Event of Default exists. To accomplish defeasance the City shall cause to be delivered (i) a report of an Independent Certified Public Accountant verifying the sufficiency of the escrow established to pay the 2026 Bonds in full on the maturity or earlier redemption date ("Verification"), (ii) an escrow deposit agreement, and (iii) an opinion of nationally recognized bond counsel to the effect that the 2026 Bonds are no longer "Outstanding" under this Indenture; each Verification and defeasance opinion shall be acceptable in form and substance, and addressed, to the City and the Trustee. SECTION 9.04. Successor Is Deemed Included in All References to Predecessor. Whenever in this Indenture the City is named or referred to, such reference shall be deemed to include the successor to the powers, duties and functions, with respect to the management, administration and control of the affairs of the City, that are presently vested in the City, and all the covenants, agreements and provisions contained in this Indenture by or on behalf of the City shall bind and inure to the benefit of its successors whether so expressed or not. SECTION 9.05. Content of Certificates. Every certificate with respect to compliance with a condition or covenant provided for in this Indenture shall include (a) a statement that the person or persons making or giving such certificate have read such covenant or condition and the definitions herein relating thereto; (b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate are based; (c) a statement that, in the opinion of the signers, they have made or caused to be made such examination or investigation as is necessary to enable them to express an informed opinion as to whether or not such covenant or condition has been complied with; and (d) a statement as to whether, in the opinion of the signers, such condition or covenant has been complied with. Any such certificate made or given by an officer of the City may be based, insofar as it relates to legal matters, upon a certificate or opinion of or representations by counsel, unless such officer knows that the certificate or opinion or representations with respect to the matters upon which his certificate may be based, as aforesaid, are erroneous, or in the exercise of reasonable care should have known that the same were erroneous. Any such certificate or opinion or representation made or given by counsel may be based, insofar as it relates to factual matters, on information with respect to which is in the possession of the City, upon the certificate or opinion of or representations by an officer or officers of the City, unless such counsel knows that the certificate or opinion or representations with respect to the matters upon which his certificate, opinion or representation may be based, as aforesaid, are erroneous, or in the exercise of reasonable care should have known that the same were erroneous. SECTION 9.06. Execution of Documents by Bond Owners. Any request, consent or other instrument required by this Indenture to be signed and executed by Bond Owners may be in any number of concurrent writings of substantially similar tenor and may be signed or executed by such Bond Owners in person or by agent or agents duly appointed in writing. Proof of the execution of any such request, consent or other instrument or of a writing appointing any such agent, shall be sufficient for any purpose of this Indenture and shall be conclusive in favor of the Trustee and of the City if made in the manner provided in this Section 9.06. The fact and date of the execution by any person of any such request, consent or other instrument or writing may be proved by the affidavit of a witness of such execution or by the certificate of any notary public or other officer of any jurisdiction, authorized by the laws thereof to take acknowledgments of deeds, certifying that the person signing such request, consent or other instrument or writing acknowledged to him the execution thereof. Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 76 Packet Pg. 341 of 474 41 The ownership of 2026 Bonds shall be provided by the Bond Registration Books. Any request, consent or vote of the Owner of any 2026 Bond shall bind every future Owner of the same 2026 Bond and the Owner of any 2026 Bond issued in exchange therefor or in lieu thereof, in respect of anything done or suffered to be done by the Trustee or the City in pursuance of such request, consent or vote. In determining whether the Owners of the requisite aggregate principal amount of 2026 Bonds have concurred in any demand, request, direction, consent or waiver under this Indenture, 2026 Bonds which are owned or held by or for the account of the City (but excluding 2026 Bonds held in any employees' retirement fund) shall be disregarded and deemed not to be Outstanding for the purpose of any such determination, provided, however, that for the purpose of determining whether the Trustee shall be protected in relying on any such demand, request, direction, consent or waiver, only 2026 Bonds which the Trustee knows to be so owned or held shall be disregarded. In lieu of obtaining any demand, request, direction, consent or waiver in writing, the Trustee may call and hold a meeting of the Bond Owners upon such notice and in accordance with such rules and obligations as the Trustee considers fair and reasonable for the purpose of obtaining any such action. SECTION 9.07. Waiver of Personal Liability. No officer, agent or employee of the City shall be individually or personally liable for the payment of the interest on or principal of the 2026 Bonds; but nothing herein contained shall relieve any such officer, agent or employee from the performance of any official duty provided by law. SECTION 9.08. Partial Invalidity. If any one or more of the covenants or agreements, or portions thereof, provided in this Indenture on the part of the City (or of the Trustee) to be performed should be contrary to law, then such covenant or covenants, such agreement or agreements, or such portions thereof, shall be null and void and shall be deemed separable from the remaining covenants and agreements or portions thereof and shall in no way affect the validity of this Indenture or of the 2026 Bonds; but the Bond Owners shall retain all rights and benefits accorded to them under the Refunding Law or any other applicable provisions of law. The City hereby declares that it would have entered into this Indenture and each and every other section, paragraph, subdivision, sentence, clause and phrase hereof and would have authorized the issuance of the 2026 Bonds pursuant hereto irrespective of the fact that any one or more sections, paragraphs, subdivisions, sentences, clauses or phrases of this Indenture or the application thereof to any person or circumstance may be held to be unconstitutional, unenforceable or invalid. SECTION 9.09. Destruction of Cancelled 2026 Bonds. Whenever in this Indenture provision is made for the surrender to the City of any 2026 Bonds which have been paid or cancelled pursuant to the provisions of this Indenture, the Trustee shall destroy such 2026 Bonds and furnish to the City a certificate of such destruction. SECTION 9.10. Funds and Accounts. Any Fund or Account required by this Indenture to be established and maintained by the City or the Trustee may be established and maintained in the accounting records of the City or the Trustee, as the case may be, either as a Fund or an Account, and may, for the purpose of such records, any audits thereof and any reports or statements with respect thereto, be treated either as a Fund or as an Account. All such records with respect to all such Funds and Accounts held by the City shall at all times be maintained in accordance with generally accepted accounting principles and all such records with respect to all such Funds and Accounts held by the Trustee shall be at all times maintained in accordance with Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 77 Packet Pg. 342 of 474 42 industry practices; in each case with due regard for the protection of the security of the 2026 Bonds and the rights of every Owner thereof. SECTION 9.11. Notices. Any notice, request, complaint, demand, communication or other paper shall be sufficiently given and shall be deemed given when delivered or mailed by registered or certified mail, postage prepaid, or sent by telegram, addressed as follows: If to the City: City of Palo Alto City Hall 250 Hamilton Avenue Palo Alto, California 94301 Attention: Director of Administrative Services If to the Trustee: Attn.: Global Corporate Trust Services One California Street, Suite 1000 San Francisco, CA 94111 The City and the Trustee may designate any further or different addresses to which subsequent notices, certificates or other communications shall be sent. SECTION 9.12. Unclaimed Moneys. Anything in this Indenture to the contrary notwithstanding, any moneys held by the Trustee in trust for the payment and discharge of any of the 2026 Bonds which remain unclaimed for one (1) year after the date when such 2026 Bonds have become due and payable, either at their stated maturity dates or by call for earlier redemption, if such moneys were held by the Trustee at such date, or for one (1) year after the date of deposit of such moneys if deposited with the Trustee after said date when such 2026 Bonds become due and payable, shall, at the Request of the City, be repaid by the Trustee to the City, as its absolute property and free from trust, and the Trustee shall thereupon be released and discharged with respect thereto and the Bond Owners shall look only to the City for the payment of such 2026 Bonds; provided, however, that before being required to make any such payment to the City, the Trustee shall, at the expense of the City, cause to be mailed to the Owners of all such 2026 Bonds, at their respective addresses appearing on the Bond Registration Books, a notice that said moneys remain unclaimed and that, after a date named in said notice, which date shall not be less than thirty (30) days after the date of mailing of such notice, the balance of such moneys then unclaimed will be returned to the City. SECTION 9.13. Execution in Several Counterparts. This Indenture may be executed in any number of counterparts and each of such counterparts shall for all purposes be deemed to be an original; and all such counterparts, or as many of them as the City and the Trustee shall preserve undestroyed, shall together constitute but one and the same instrument. SECTION 9.14. Governing Law. This Indenture shall be governed by and construed in accordance with the laws of the State of California. SECTION 9.15. Payment on Business Days. In any case where the date of the maturity of interest or of principal (and premium, if any) of the 2026 Bonds or the date fixed for redemption of any 2026 Bonds or the date any action is to be taken pursuant to this Agreement is other than a Business Day, the payment of interest or principal (and premium, if any) or the action need not be made on such date but may be made on the next succeeding day which is a Business Day with the same force and effect as if made on the date required and no interest shall accrue for the period from and after such date. Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 78 Packet Pg. 343 of 474 43 Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 79 Packet Pg. 344 of 474 44 IN WITNESS WHEREOF, the CITY OF PALO ALTO has caused this Indenture to be signed in its name by its Director of Administrative Services and its seal to be affixed hereon and attested by its City Clerk, and U.S. Bank Trust Company, National Association, in token of its acceptance of the trust created hereunder, has caused this Indenture to be signed in its corporate name by its officer identified below, all as of the day and year first above written. CITY OF PALO ALTO By Director of Administrative Services [S E A L] Attest: By City Clerk U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee By Authorized Officer Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 80 Packet Pg. 345 of 474 A-1 EXHIBIT A FORM OF BOND UNITED STATES OF AMERICA STATE OF CALIFORNIA COUNTY OF SANTA CLARA $[PRINCIPAL AMOUNT] CITY OF PALO ALTO WATER REVENUE REFUNDING BONDS 2026 SERIES A NO.________ $ ________________ INTEREST RATE MATURITY DATE DATED DATE CUSIP June 1, REGISTERED OWNER: CEDE & CO. PRINCIPAL AMOUNT: DOLLARS Under and by virtue of the charter of the City of Palo Alto (the “City”) and the provisions of Articles 10 and 11 of Chapter 3 of Part 1 of Division 2 of Title 5 of the California Government Code (the "Refunding Law") the City, for value received will (subject to any right of prior redemption hereinafter provided for), on the Maturity Date specified above, pay to the Registered Owner named above, or registered assigns (the "Owner"), the Principal Amount stated above, in lawful money of the United States of America, and pay interest thereon in like lawful money from the Interest Payment Date (as hereinafter defined) next preceding the date of authentication of this Bond (unless (i) this Bond is authenticated on an Interest Payment Date, in which event it shall bear interest from such date of authentication, or (ii) this Bond is authenticated prior to November 15, 2026, in which event it shall bear interest from the Dated Date stated above; provided, however, that if at the time of authentication of this Bond, interest is in default on this Bond, this Bond shall bear interest from the Interest Payment Date to which interest has previously been paid or made available for payment on this Bond) until payment of such Principal Amount in full, at the Interest Rate per annum stated above, payable on June 1 and December 1 in each year, commencing December 1, 2026 (each an "Interest Payment Date"), calculated on the basis of a 360-day year comprised of twelve 30-day months. Principal hereof and premium, if any, upon early redemption hereof are payable at the corporate trust office of U.S. Bank Trust Company, National Association (the "Trustee"). Interest hereon (including the final interest payment upon maturity or earlier redemption) is payable by check or draft of the Trustee mailed by first class mail to the Owner at the Owner's address as it appears on the registration books maintained by the Trustee as of the close of business on the fifteenth (15th) day of the month next preceding such Interest Payment Date (the "Record Date"); provided, that at the option of any Owner of at least $1,000,000 aggregate principal amount of the Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 81 Packet Pg. 346 of 474 A-2 Bonds with respect to which written instructions have been filed with the Trustee prior to the Record Date, such interest may be paid by wire transfer. This Bond is one of a duly authorized issue of Bonds of the City designated as its "Water Revenue Refunding Bonds, 2026 Series A" (the "Bonds") issued under and pursuant to the Refunding Law and under and pursuant to an Indenture of Trust (the "Indenture") by and between the City and the Trustee, dated as of October 1, 2026, and approved by the City by Resolution No. ______, adopted by the Council of the City on ____, 2026. Copies of the Indenture are on file at the office of the City Clerk and at the above-mentioned office of the Trustee, and reference to the Indenture and any and all supplements thereto and modifications and amendments thereof and to the Refunding Law is made for a description of the terms on which the Bonds are issued, the provisions with regard to the nature and extent of the Net Revenues, as that term is defined below, and the rights of the Owners of the Bonds. All the terms of the Indenture and the Refunding Law are hereby incorporated herein and constitute a contract between the City and the Owner from time to time of this 2026 Bond, and to all the provisions thereof the Owner of this 2026 Bond, by acceptance hereof, consents and agrees. Each taker and subsequent Owner hereof shall have recourse to all of the provisions of the Refunding Law and the Indenture and shall be bound by all of the terms and conditions thereof. The Bonds are being issued for the following purposes: (i) to refund the outstanding Palo Alto Water Revenue Bonds, 2009 Series A, which were issued under Chapter 12.28 of the Palo Alto Municipal Code to finance improvements to the City’s water system (the "Water System") and (ii) to pay certain costs of issuing the Bonds. The Bonds are special obligations of the City and are secured by and payable from certain net revenues generated by the Water System (“Net Revenues”) in accordance with the Indenture. Neither the general fund, the full faith and credit, nor the taxing power of the City, the State of California or any other political subdivision thereof is pledged to the payment of the Bonds. The Bonds are not secured by a legal or equitable pledge of or charge, lien or encumbrance upon any property of the City or any of its income or receipts except the Net Revenues. No Optional Redemption. The 2026 Bonds are not subject to optional redemption prior to their stated maturity dates. Mandatory Sinking Fund Redemption. Bonds maturing on June 1, ____ are subject to mandatory redemption in part from Sinking Fund Installments to be made by the City on June 1, ________ and on each June 1 thereafter up to and including June 1, ______, at a redemption price equal to 100 percent of the principal amount thereof plus accrued interest, if any, to the redemption date without premium, as follows: June 1 Principal Amount Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 82 Packet Pg. 347 of 474 A-3 Special Mandatory Redemption From Insurance or Condemnation Proceeds. The Bonds are also subject to redemption as a whole on any date, or in part on any Interest Payment Date in inverse order of maturity and by lot within a maturity, to the extent of the Net Proceeds of hazard insurance not used to repair or rebuild the Water System or the Net Proceeds of condemnation awards received with respect to the Water System to be used for such purpose pursuant to the Indenture, at a Redemption Price equal to the principal amount of the Bonds plus interest accrued thereon to the date fixed for redemption, without premium. Notice of Redemption. Unless waived by any Owner of Bonds to be redeemed, notice of any redemption of Bonds shall be given, at the expense of the City, by the Trustee by mailing a copy of a redemption notice by first class mail at least 20 days and not more than 60 days prior to the date fixed for redemption to the Owner of the Bond or Bonds to be redeemed at the address shown on the Bond Registration Books; provided, that neither the failure to receive such notice nor any immaterial defect in any notice shall affect the sufficiency of the proceedings for the redemption of the Bonds. If this Bond is called for redemption and payment is duly provided therefor as specified in the Indenture, interest shall cease to accrue hereon from and after the date fixed for redemption. The Bonds are issuable as fully registered Bonds, without coupons, in denominations of $5,000 or any integral multiple thereof. Subject to the limitations and conditions and upon payment of the charges, if any, as provided in the Indenture, Bonds may be exchanged for a like aggregate principal amount of Bonds of other authorized denominations and of the same maturity. This Bond is transferable by the Owner hereof, in person, or by his attorney duly authorized in writing, at said office of the Trustee, but only in the manner and subject to the limitations provided in the Indenture, and upon surrender and cancellation of this Bond. Upon registration of such transfer a new Bond or Bonds, of any authorized denomination or denominations, for the same aggregate principal amount and of the same maturity will be issued to the transferee in exchange herefor. The City and the Trustee may treat the Owner hereof as the absolute Owner hereof for all purposes, and the City and the Trustee shall not be affected by any notice to the contrary. The Indenture may be amended without the consent of the Owners of the Bonds to the extent set forth in the Indenture. It is hereby certified that all of the things, conditions and acts required to exist, to have happened or to have been performed precedent to and in the issuance of this Bond do exist, have happened or have been performed in due and regular time and manner as required by the laws of the State of California and that the amount of this Bond, together with all other indebtedness of the City, does not exceed any limit prescribed by any laws of the State of California, and is not in excess of the amount of Bonds permitted to be issued under the Indenture. This Bond shall not become valid or obligatory for any purpose or be entitled to the benefits of the Indenture until the certificate of authentication and registration hereon shall have been manually signed by an authorized officer or signatory of the Trustee. Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 83 Packet Pg. 348 of 474 A-4 IN WITNESS WHEREOF, the City of Palo Alto has caused this Bond to be executed in its name and on its behalf with the facsimile signatures of its Mayor and Director of Administrative Services and its seal to be reproduced hereon and attested by the facsimile signature of its City Clerk. CITY OF PALO ALTO By: Mayor By: Director of Administrative Services ATTEST: By City Clerk CERTIFICATE OF AUTHENTICATION This is one of the Bonds described in the within-mentioned Indenture. Dated: ________________, as Trustee By: Authorized Signatory Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 84 Packet Pg. 349 of 474 A-5 ASSIGNMENT For value received the undersigned hereby sells, assigns and transfers unto __________________________________________ whose address and social security or other tax identifying number is ________________________, the within-mentioned Bond and hereby irrevocably constitute(s) and appoint(s) _____________________________________________ attorney, to transfer the same on the registration books of the Trustee with full power of substitution in the premises. Dated: Signature Guaranteed: Note: Signature(s) must be guaranteed by an eligible guarantor institution (banks, stockbrokers, saving and loan associations and credit unions with membership in an approved signature medallion program) pursuant to Securities and Exchange Agency Rule 17Ad-15. Note: The signature(s) on this Assignment must correspond with the name(s) as written on the face of the within Certificate in every particular without alteration or enlargement or any change whatsoever. Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 85 Packet Pg. 350 of 474 B-1 EXHIBIT B Description of 2009 Water Project The 8-Hour Emergency Water Supply Project is intended to correct the deficiency in the City’s emergency water supply, as specified by the California Department of Health Services (DHS). The Project, when completed, will support eight hours of normal water use at the maximum day demand level and four hours of fire suppression at the design fire duration level. The proposed project is part of the City’s Water System Capital Improvement Plan (CIP). The CIP proposes the construction of new wells, the rehabilitation of old wells, and the construction of a new storage reservoir. The City currently relies on the San Francisco Public Utilities Commission (SFPUC) for its water supply. The Project consists of improvements to and expansion of its existing water storage and supply facilities to meet the emergency needs identified in the Palo Alto 2005 Urban Water Management Plan, in the City’s Enhancing the New Century: Palo Alto 1998-2010 Comprehensive Plan, and the DHS minimum recommendations for a stand-alone Palo Alto emergency water supply system for use in the event of a SFPUC outage. The Project will help the City meet three-fold DHS recommendations for an emergency water supply: (1) a stand-alone system; (2) that supplies eight hours of maximum day water demand; (3) while maintaining fire-fighting reserves. Currently there are emergency water supply deficiencies in three of the zones in the northern half of the City. To correct this deficiency, the Project will include upgrades to five existing wells and construction of up to three new wells; construction of one new water storage reservoir with an associated pump station; and upgrade of the existing Mayfield Pump Station. The five existing wells to be upgraded are Hale, Rinconada Park, Fernando, Peers Park, and Matadero wells. Upgrade of the five existing wells and construction of new wells will provide approximately 11,000 gallons per minute (gpm) of reliable well capacity. Construction of a new reservoir and associated pump station will provide 2.5 million gallons (MG) of water storage for emergency use. The Project will allow the City to meet the emergency needs identified in the City’s 2005 Urban Water Management Plan, in the City’s Comprehensive Plan, and the California DHS minimum recommendations for a stand-alone Palo Alto emergency water supply system. Item 8 Attachment C - Indenture of Trust by and between the City and U.S. Bank Trust Company, National Association, as Trustee Item 8: Staff Report Pg. 86 Packet Pg. 351 of 474 4931-0398-6599v16/202059-0002 PRELIMINARY OFFICIAL STATEMENT DATED ________, 2026 NEW ISSUE – BOOK-ENTRY-ONLY RATING: S&P: “AAA” (See “RATING” herein.) In the opinion of Jones Hall LLP, San Mateo, California, Bond Counsel, subject, however to certain qualifications described herein, under existing law, the interest on the 2026 Bonds is excluded from gross income for federal income tax purposes and such interest is not an item of tax preference for purposes of the federal alternative minimum tax. Interest on the 2026 Bonds may be subject to the corporate alternative minimum tax. In the further opinion of Bond Counsel, such interest is exempt from California personal income taxes. See “TAX MATTERS.” $14,500,000* City of Palo Alto Water Revenue Refunding Bonds, 2026 Series A Dated: Date of Delivery Due: As shown on inside front cover The City of Palo Alto, a chartered city and municipal corporation (the “City”), is issuing its Water Revenue Refunding Bonds, 2026 Series A (the “2026 Bonds”), pursuant to an Indenture of Trust, dated as of October 1, 2026 (the “Indenture”), by and between the City and U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), Articles 10 and 11 of Chapter 3 of Part 1 of Division 2 of Title 5 of the California Government Code, and a resolution of the City Council, adopted on [September 14], 2026, authorizing the issuance of the 2026 Bonds. The 2026 Bonds are being issued to (i) refund and defease all of the outstanding City of Palo Alto Water Revenue Bonds, 2009 Series A (the “Prior Bonds”) and (ii) pay the costs of issuing the 2026 Bonds. See “REFUNDING PLAN.” The 2026 Bonds are special obligations of the City and are secured by, subject to certain restrictions set forth in the Indenture, a pledge of and lien on certain net revenues (the “Net Revenues”) generated by the existing water system of the City (the “Water System”), which is operated by the City through the City’s Utilities Department (the “Utilities Department”). See “SECURITY FOR THE 2026 BONDS” herein. The 2026 Bonds will be issued in fully registered form only and, when executed and delivered, will be registered in the name of Cede & Co., as nominee of The Depository Trust Company (“DTC”). DTC will act as securities depository for the 2026 Bonds. Beneficial ownership interests in the 2026 Bonds may be purchased in book-entry form only. Payments of principal and interest (and premium, if any) will be paid by the Trustee to DTC for subsequent disbursements to DTC Participants who will remit such payments to the beneficial owners of the 2026 Bonds. See “DESCRIPTION OF THE 2026 BONDS—Book-Entry-Only System” herein. The 2026 Bonds will be issued as fully registered bonds in denominations of $5,000 or any integral multiple of $5,000. Interest is payable on each June 1 and December 1, commencing December 1, 2026. The 2026 Bonds are subject to mandatory redemption as described herein. See “DESCRIPTION OF THE 2026 BONDS—Redemption Provisions.” Additional indebtedness payable from Net Revenues may be issued on a parity with the 2026 Bonds, subject to the conditions contained in the Indenture. See “SECURITY FOR THE 2026 BONDS—Parity and Subordinate Debt” herein. NONE OF THE PROPERTIES OF THE WATER SYSTEM ARE SUBJECT TO ANY MORTGAGE OR OTHER LIEN FOR THE BENEFIT OF THE OWNERS OF THE 2026 BONDS AND NEITHER THE FULL FAITH AND CREDIT NOR THE TAXING POWER OF THE CITY, THE STATE OF CALIFORNIA OR ANY POLITICAL SUBDIVISION OR AGENCY OF THE STATE OF CALIFORNIA IS PLEDGED TO THE PAYMENT OF THE PRINCIPAL OF OR INTEREST ON THE 2026 BONDS. NEITHER THE 2026 BONDS NOR THE OBLIGATION TO PAY THE PRINCIPAL OF OR INTEREST THEREON CONSTITUTES A DEBT OF THE CITY, THE STATE OF CALIFORNIA OR ANY OF ITS POLITICAL SUBDIVISIONS WITHIN THE MEANING OF ANY CONSTITUTIONAL LIMIT ON INDEBTEDNESS. This cover page is not intended to be a summary of the terms of, or the security for, the 2026 Bonds. Investors are advised to read this Official Statement in its entirety to obtain information essential to the making of an informed investment decision, giving particular attention to the matters discussed under “CERTAIN INVESTMENT CONSIDERATIONS” herein. Capitalized terms used on this cover page and not otherwise defined have the meanings set forth herein. The 2026 Bonds are offered, when, as and if issued by the City, subject to the approval of validity by Jones Hall LLP, Bond Counsel to the City, and to certain other conditions. Certain legal matters will be passed upon for the City by the Office of the City Attorney of the City. Certain legal matters will be passed upon for the City by Stradling Yocca Carlson & Rauth LLP, as Disclosure Counsel. It is expected that the 2026 Bonds in book-entry form will be available for delivery through the facilities of DTC on or about ______, 2026. Date of Official Statement: _______, 2026 * Preliminary, subject to change. Th i s P r e l i m i n a r y O f f i c i a l S t a t e m e n t a n d t h e in f o r m a t i o n c o n t a i n e d h e r e i n a r e s u b j e c t t o c o m p l e t i o n o r a m e n d m e n t . T h e s e s e c u it i e s m a y n o t b e s o l d , n o r m a y o f f e r s to b u y t h e m b e a c c e p t e d , p r i o r t o th e t i m e t h e O f f i c i a l S t a t e m e n t i s d e l i v e r e d i n f i n a l f o r m . U n d e r n o c i r c u m s t a n c e s s h a l l t h i s P r e l i m i n a r y O f f i c i a l S t a t e m e n t c on s t i t u t e a n o f f e r t o s e l l o r t h e s o l i c i t a t i o n o f a n o f f e r t o b u y , n o r s h a l l t h e r e e a n y s a l e o f , t h e s e s e c u r i t i e s i n a n y j u r i s d i c t i o n i n w h ic h s u c h o f f e r , s o l i c i t a t i o n o r s a l e w o u l d b e u n l a w f u l . Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 87 Packet Pg. 352 of 474 4931-0398-6599v16/202059-0002 MATURITY SCHEDULE $14,500,000* City of Palo Alto Water Revenue Refunding Bonds, 2026 Series A Maturity Date (June 1) Principal Amount Interest Rate Yield Price CUSIP Numbers† 2027 1,205,000 2028 1,285,000 2029 1,375,000 2030 1,480,000 2031 1,585,000 2032 1,695,000 2033 1,820,000 2034 1,955,000 2035 2,100,000 $_______ – ______% Term Bonds due June 1, 20__; Yield: ____%; Price ____; CUSIP No.†: _______ * Preliminary, subject to change. † CUSIP® is a registered trademark of the American Bankers Association. CUSIP Global Services (CGS) is managed on behalf of the American Bankers Association by FactSet Research Systems, Inc. All rights reserved. CUSIP® data herein is provided by CUSIP Global Services. This data is not intended to create a database and does not serve in any way as a substitute for the CGS database. CUSIP® numbers are provided for convenience of reference only. None of the City, the Underwriter, or their agents or counsel assumes responsibility for the accuracy of such numbers. Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 88 Packet Pg. 353 of 474 4931-0398-6599v16/202059-0002 CITY OF PALO ALTO CITY COUNCIL MEMBERS Vicki Veenker, Mayor Greer Stone, Vice Mayor Patrick Burt, Council Member Ed Lauing, Council Member George Lu, Council Member Julie Lythcott-Haims, Council Member Keith Reckdahl, Council Member CITY STAFF Ed Shikada, City Manager Kiely Nose, Assistant City Manager Lauren Lai, Director of Administrative Services Christine Paras, Assistant Director of Administrative Services Jessie Deschamps, Senior Management Analyst Christopher Jensen, City Attorney Aylin Bilir, Assistant City Attorney Mahealani Ah Yun, City Clerk Utilities Department Alan Kurotori, Director of Utilities Lisa Bilir, Assistant Director of Utilities, Resource Management Utilities PROFESSIONAL SERVICES Jones Hall LLP Bond Counsel Stradling Yocca Carlson & Rauth LLP Disclosure Counsel PFM Financial Advisors LLC Municipal Advisor U.S. Bank Trust Company, National Association Trustee Causey Public Finance, LLC Verification Agent Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 89 Packet Pg. 354 of 474 4931-0398-6599v16/202059-0002 GENERAL INFORMATION ABOUT THIS OFFICIAL STATEMENT No dealer, broker, salesperson or other person has been authorized by the City to give any information or to make any representations with respect to the offer or sale of the 2026 Bonds other than as set forth in this Official Statement and, if given or made, such other information or representation must not be relied upon as having been authorized by the City. This Official Statement does not constitute an offer to sell or the solicitation of an offer to buy, nor will there be any sale of the 2026 Bonds by a person in any jurisdiction in which it is unlawful for such person to make such an offer, solicitation or sale. This Official Statement is not to be construed as a contract with the purchasers of the 2026 Bonds. Statements contained in this Official Statement that involve estimates, forecasts or matters of opinion, whether or not expressly so described herein, are intended solely as such and are not to be construed as representations of facts. The information set forth in this Official Statement has been obtained from official sources and other sources that are believed to be reliable, but it is not guaranteed as to accuracy or completeness, and is not to be construed as a representation of the City. The information and expressions of opinion herein are subject to change without notice, and neither the delivery of this Official Statement nor any sale made hereunder will under any circumstances create any implication that there has been no change in the affairs of the City or the Utilities Department since the date hereof. This Official Statement is submitted in connection with the sale of the 2026 Bonds referred to herein and may not be reproduced or used, in whole or in part, for any other purpose. The Underwriter has provided the following sentence for inclusion in this Official Statement: The Underwriter has reviewed the information in this Official Statement in accordance with, and as part of, its responsibilities to investors under the federal securities laws as applied to the facts and circumstances of this transaction, but the Underwriter does not guarantee the accuracy or completeness of such information. Certain statements included or incorporated by reference in this Official Statement constitute “forward- looking statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995, Section 21E of the United States Securities Exchange Act of 1934, as amended, and Section 27A of the United States Securities Act of 1933, as amended. Such statements are generally identifiable by the terminology used such as “plan,” “expect,” “estimate,” “budget” or other similar words. The achievement of certain results or other expectations contained in such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause actual results, performance or achievements described to be materially different from any future results, performance or achievements expressed or implied by such forward- looking statements. No assurance is given that actual results will meet the City’s or the Utilities Department’s forecasts in any way, regardless of the level of optimism communicated in the information. The City is not obligated to issue any updates or revisions to the forward-looking statements if or when its expectations, or events, conditions or circumstances on which such statements are based occur. See “CONTINUING DISCLOSURE.” The Underwriter may offer and sell the 2026 Bonds to certain dealers, dealer banks and banks acting as agent at prices lower than the public offering prices stated on the inside cover page of this Official Statement, and those public offering prices may be changed from time to time by the Underwriter. The 2026 Bonds have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), in reliance upon an exemption from the registration requirements contained in the Securities Act. The 2026 Bonds have not been registered or qualified under the securities laws of any state. The City and the Utilities Department maintain websites and certain social media accounts. However, the information presented on such websites and such accounts is not a part of this Official Statement and should not be relied on in making an investment decision with respect to the 2026 Bonds. Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 90 Packet Pg. 355 of 474 4931-0398-6599v16/202059-0002 i TABLE OF CONTENTS INTRODUCTION ................................................ 2 The City ............................................................ 2 Authority for Issuance ...................................... 2 Purpose of 2026 Bonds ..................................... 2 Security for the 2026 Bonds ............................. 2 No Reserve Fund .............................................. 3 The Water System ............................................. 3 Continuing Disclosure ...................................... 3 Forward-Looking Statements ........................... 3 Additional Information ..................................... 3 REFUNDING PLAN ............................................ 4 Refunding of Prior Bonds ................................. 4 Verification ....................................................... 5 ESTIMATED SOURCES AND USES OF FUNDS ................................................................. 5 DESCRIPTION OF THE 2026 BONDS .............. 5 Bond Terms ....................................................... 5 Transfer and Exchange ..................................... 6 2026 Bonds Mutilated, Destroyed, Stolen or Lost ................................................................... 6 Redemption Provisions ..................................... 6 Book-Entry-Only System ................................. 7 SECURITY FOR THE 2026 BONDS .................. 8 Pledge of Net Revenues .................................... 8 Flow of Funds ................................................... 8 Rate Stabilization Fund ..................................... 9 Rate Covenant ................................................. 10 Parity and Subordinate Debt ........................... 10 DEBT SERVICE REQUIREMENTS ................. 11 THE CITY AND CITY UTILITIES ................... 11 The City ........................................................... 11 City Utilities ................................................... 12 Management of the Utilities Department ........ 12 Enterprise Staffing and Technology ................ 13 Enterprise Management Policy ....................... 14 Rates and Billing............................................. 14 Annual Financial Statements and Significant Accounting Policies ...................... 14 THE WATER SYSTEM ..................................... 15 History ............................................................ 15 Service Area .................................................... 16 Water Storage and Distribution System .......... 16 Sources of Water Supply ................................. 16 Water Conservation Policies and Procedures .. 20 Historical Production and Deliveries .............. 21 Capital Improvement Program Summary ....... 22 Water Rates, Fees and Charges ....................... 23 Water Demand and Customer Base ................ 27 Management Discussion of Operations .......... 28 Statement of Net Position ............................... 29 Historical Operating Results ........................... 31 Reserves for the Water System ........................ 33 Projected Operating Results and Debt Service Coverage ............................................. 35 Retiree Benefit Funding Policy ....................... 37 Retirement System .......................................... 37 Pension Trust ................................................... 43 Other Post-Employment Benefits .................... 43 CONSTITUTIONAL LIMITATIONS ON TAXES AND WATER RATES AND CHARGES .......................................................... 43 Article XIIIA ................................................... 43 Article XIIIB ................................................... 44 Articles XIIIC and XIIID; Proposition 218 ..... 44 Future Initiatives ............................................. 46 CERTAIN INVESTMENT CONSIDERATIONS .......................................... 46 Special Obligations ......................................... 46 Reliance on Projections ................................... 47 Increasing Water Rates .................................... 47 Rate-Setting Process Under Proposition 218 .. 47 Statutory and Regulatory Compliance ............ 48 Risks Relating to the Water Supply ................. 48 Costs of Capital Improvement Program .......... 50 Cybersecurity .................................................. 50 Limitations on Remedies ................................. 50 LITIGATION ...................................................... 51 Absence of Litigation ...................................... 51 CERTAIN LEGAL MATTERS .......................... 51 TAX MATTERS ................................................. 51 Federal Tax Status ........................................... 51 Tax Treatment of Original Issue Discount and Premium ................................................... 51 California Tax Status ....................................... 52 Other Tax Considerations ................................ 52 RATING .............................................................. 53 CONTINUING DISCLOSURE .......................... 53 UNDERWRITING .............................................. 53 MUNICIPAL ADVISOR .................................... 53 INDEPENDENT AUDITORS ............................ 53 MISCELLANEOUS ............................................ 55 APPENDIX A ANNUAL COMPREHENSIVE FINANCIAL REPORT OF THE CITY FOR THE FISCAL YEAR ENDED JUNE 30, 2025 APPENDIX B DEMOGRAPHIC AND ECONOMIC INFORMATION ABOUT THE CITY Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 91 Packet Pg. 356 of 474 4931-0398-6599v16/202059-0002 APPENDIX C SUMMARY OF CERTAIN PROVISIONS OF THE INDENTURE OF TRUST APPENDIX D PROPOSED FORM OF BOND COUNSEL OPINION APPENDIX E DTC AND THE BOOK-ENTRY- ONLY SYSTEM APPENDIX F FORM OF CONTINUING DISCLOSURE CERTIFICATE Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 92 Packet Pg. 357 of 474 4931-0398-6599v16/202059-0002 OFFICIAL STATEMENT $14,500,000* City of Palo Alto Water Revenue Refunding Bonds, 2026 Series A INTRODUCTION The purpose of this Official Statement, which includes the cover page and appendices hereto, is to set forth certain information in connection with the sale by the City of Palo Alto (the “City”) of its $14,500,000* Water Revenue Refunding Bonds, 2026 Series A (the “2026 Bonds”). Certain capitalized terms used in this Official Statement and not otherwise defined have the meanings set forth under APPENDIX C—“SUMMARY OF CERTAIN PROVISIONS OF THE INDENTURE OF TRUST.” All references to and summaries of provisions of the Indenture are qualified in their entirety by reference to the full Indenture, copies of which are available for inspection at the offices of the City. The City The City is located in northern Santa Clara County (the “County”), approximately 35 miles south of the City of San Francisco. The City has a population of approximately 69,004 as of January 1, 2026. It is part of the San Francisco Bay metropolitan area. Partly due to the presence of Stanford University, which is adjacent to the City, the City is considered the birthplace of the high technology industry that has made the County famous worldwide as Silicon Valley. The City was incorporated in 1894. Its first Charter was granted by the State of California in 1909, and the City continues to operate as a charter city. Municipal operations are conducted under the Council-Manager form of government. The seven City Council Members are elected at large for four-year, staggered terms. For more information regarding the City, see “THE CITY AND CITY UTILITIES” and APPENDIX B—“DEMOGRAPHIC AND ECONOMIC INFORMATION ABOUT THE CITY.” Authority for Issuance The 2026 Bonds are being issued pursuant to (a) Articles 10 and 11 of Chapter 3 of Part 1 of Division 2 of Title 5 of the California Government Code, all as in effect on the Closing Date (the “Refunding Law”), (b) the terms and conditions of an Indenture of Trust, dated as of October 1, 2026 (the “Indenture”), by and between the City and U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), and (c) a resolution of the City Council, adopted on [September 14], 2026, authorizing the issuance of the 2026 Bonds. Purpose of 2026 Bonds The 2026 Bonds are being issued to (i) refund and defease all of the City’s outstanding City of Palo Alto Water Revenue Bonds, 2009 Series A (the “Prior Bonds”) and (ii) pay the costs of issuing the 2026 Bonds. See “REFUNDING PLAN.” Security for the 2026 Bonds Pledge of Net Revenues. The 2026 Bonds are special obligations of the City and are secured by, subject to certain restrictions set forth in the Indenture, a pledge of and lien on the Net Revenues generated by the Water System. See “SECURITY FOR THE 2026 BONDS—Pledge of Net Revenues.” None of the properties of the Water System are subject to any mortgage or other lien for the benefit of the owners of the 2026 Bonds and * Preliminary, subject to change. Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 93 Packet Pg. 358 of 474 4931-0398-6599v16/202059-0002 3 neither the full faith and credit nor the taxing power of the City, the State or any political subdivision or agency of the State is pledged to the payment of the principal of or interest on the 2026 Bonds. Neither the 2026 Bonds nor the obligation to pay principal of or interest thereon constitutes a debt of the City, the State or any of its political subdivisions within the meaning of any Constitutional limitation on indebtedness. See “SECURITY FOR THE 2026 BONDS.” Parity and Subordinate Debt. Additional bonds and other indebtedness payable from Net Revenues may be issued on a parity with the 2026 Bonds subject to the conditions of the Indenture (“Parity Debt”). Nothing in the Indenture prohibits the City from incurring obligations secured by Net Revenues on a basis subordinate to the 2026 Bonds. See “SECURITY FOR THE 2026 BONDS—Parity and Subordinate Debt.” No Reserve Fund The City will not establish or maintain a debt service reserve fund for the 2026 Bonds. See “SECURITY FOR THE 2026 BONDS.” The Water System The “Water System” includes the existing water system of the City, comprising all facilities for the obtaining, conserving, treating, distributing, storing and supplying of water for domestic use, irrigation, sanitation, industrial use, fire protection, recreation, or any other public or private uses. The Water System does not include any facilities, properties or improvements constituting any portion of the City’s gas system (the “Gas System”), the City’s storm and surface water drainage system (the “Storm Drain System”), the City’s sanitary sewer system (the “Sewer System”), the City’s electric utility (the “Electric System”), the City’s fiber optics system (the “Fiber Optics System”), or the City’s refuse utility (the “Refuse System”). For more information on the Water System, see “THE WATER SYSTEM” herein. Continuing Disclosure In connection with the issuance of the 2026 Bonds, the City Council will agree to provide, or to cause to be provided, to the Municipal Securities Rulemaking Board (“MSRB”) through its Electronic Municipal Market Access system (“EMMA”), for purposes of Rule 15c2-12(b)(5) (“Rule 15c2-12”) adopted by the U.S. Securities and Exchange Commission (“SEC”) under the Securities Exchange Act of 1934, as amended, certain annual financial information and operating data relating to the City and the Water System, and notice of certain enumerated events. These covenants will be made in order to assist the Underwriter (as defined herein) in complying with Rule 15c2-12. See “CONTINUING DISCLOSURE” and “APPENDIX F—FORM OF CONTINUING DISCLOSURE CERTIFICATE.” Forward-Looking Statements This Official Statement contains statements relating to future results that are forward-looking statements. When used in this Official Statement, the words “estimate,” “anticipate,” “forecast,” “project,” “intend,” “propose,” “plan,” “expect” and similar expressions identify forward-looking statements. Such statements are subject to risks and uncertainties that could cause actual results to differ materially from those contemplated in such forward-looking statements. Any forecast is subject to such uncertainties. Inevitably, some assumptions used to develop the forecasts will not be realized and unanticipated events and circumstances may occur. Therefore, there are likely to be differences between forecasts and actual results, and those differences may be material. Additional Information Brief descriptions of the 2026 Bonds, the Indenture and certain other documents are included in this Official Statement and the appendices hereto. Such descriptions do not purport to be comprehensive or Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 94 Packet Pg. 359 of 474 4931-0398-6599v16/202059-0002 4 definitive. All references herein to such documents and any other documents, statutes, laws, reports or other instruments described herein are qualified in their entirety by reference to each such document, statute, law, report or other instrument. Information contained herein has been obtained from officers, employees and records of the City, the Utilities Department and from other sources believed to be reliable. The information herein is subject to change without notice, and neither the delivery of this Official Statement nor any sale made hereunder will under any circumstances create any implication that there has been no change in the affairs of the City, the Utilities Department or the Water System since the date hereof. This Official Statement is not to be construed as a contract or agreement between the City and the purchasers or owners of any of the 2026 Bonds. The City and the Utilities Department maintain certain websites and social media accounts, the information on which is not part of this Official Statement, has not and is not incorporated by reference herein, and should not be relied upon in deciding whether to invest in the 2026 Bonds. REFUNDING PLAN The proceeds of the 2026 Bonds will be used to (i) refund and defease the Prior Bonds and (ii) pay the costs of issuing the 2026 Bonds. Refunding of Prior Bonds* The Prior Bonds were issued pursuant to an Indenture of Trust, dated as of October 1, 2009 (the “2009 Indenture”), by and between the City and U.S. Bank Trust Company, National Association, as successor in interest to U.S. Bank National Association, as trustee (the “2009 Trustee”). A portion of the proceeds of the 2026 Bonds will be used to refund and defease the Prior Bonds. All of the Prior Bonds will be redeemed on [October 23], 2026 (the “Redemption Date”), at a redemption price equal to 100% of the principal amount thereof, plus accrued interest to the date of redemption (the “Redemption Price”). Certain information with respect to the Prior Bonds is set forth in the table below. City of Palo Alto Water Revenue Bonds, 2009 Series A (Taxable Direct Payment Build America Bonds) Maturity Date (September 1) Principal Amount Interest Rate CUSIP Numbers* 2027 $1,555,000 4.700% 697388 AK2 2030 5,170,000 5.650 697388 AL0 2035 10,815,000 5.950 697388 AM8 * CUSIP® numbers are provided for convenience of reference only. None of the City, the Utilities Department, the Underwriter or their agents or counsel assumes responsibility for the accuracy of such numbers. Pursuant to Irrevocable Refunding Instructions to be given by the City to the 2009 Trustee (the “Instructions”), concurrently with delivery of the 2026 Bonds, the City will cause a portion of the proceeds of 2026 Bonds to be transferred to the 2009 Trustee, which amount the 2009 Trustee will then deposit in the Debt Service Fund maintained under the 2009 Indenture (the “2009 Debt Service Fund”). The 2009 Trustee will apply amounts deposited to the 2009 Debt Service Fund, along with other available moneys under the 2009 Indenture, to pay the Redemption Price of the Prior Bonds on the Redemption Date. Amounts in the 2009 Debt Service Fund are pledged to secure payment of the Prior Bonds and are not pledged to, or available for, payment of the 2026 Bonds. * Preliminary, subject to change. Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 95 Packet Pg. 360 of 474 4931-0398-6599v16/202059-0002 5 Verification Prior to the delivery of the 2026 Bonds, Causey Public Finance, LLC (the “Verification Agent”), will deliver a report on the mathematical accuracy of certain computations based upon certain information and assertions provided to them by the Underwriter relating to the adequacy of the moneys on deposit with the 2009 Trustee to pay the Redemption Price of the Prior Bonds on the Redemption Date. ESTIMATED SOURCES AND USES OF FUNDS The proceeds of the 2026 Bonds will be used for the following purposes: Sources of Funds Principal Amount of 2026 Bonds [Plus/Less]: Original Issue [Premium/Discount] Plus Funds on Hand(1) Total Sources Uses of Funds Redemption of Prior Bonds Costs of Issuance(2) Total Uses (1) Moneys on deposit in the debt service reserve fund maintained for the Prior Bonds. (2) Includes Underwriter’s discount, fees of Trustee, Municipal Advisor, Bond Counsel, Disclosure Counsel, and Verification Agent, printing expenses and miscellaneous fees and expenses. DESCRIPTION OF THE 2026 BONDS Bond Terms General. The 2026 Bonds will be issued in the original principal amount of $14,500,000*. The 2026 Bonds will be dated their date of delivery and are to be issued in the aggregate principal amount, bear interest at the rate per annum and mature on the dates set forth on the inside front cover page of this Official Statement. Interest on the 2026 Bonds is payable on each June 1 and December 1, commencing December 1, 2026 (each, an “Interest Payment Date”). Registered Form. The 2026 Bonds are deliverable in fully registered form in the denomination of $5,000 each or any integral multiple of $5,000, and when issued will be registered in the name of Cede & Co. as nominee of The Depository Trust Company (“DTC”). Beneficial owners of the 2026 Bonds will not receive physical certificates representing the 2026 Bonds purchased, but will receive a credit balance on the books of the nominees of such beneficial owners. So long as Cede & Co. is the registered holder of the 2026 Bonds, principal of and premium, if any, and interest evidenced and represented by the 2026 Bonds will be paid the Trustee directly to DTC, which will in turn remit such principal, premium, if any, and interest to its participants for subsequent disbursement to the beneficial owners of the 2026 Bonds. See “DESCRIPTION OF THE 2026 BONDS—Book-Entry-Only System.” Principal of and premium, if any, on the 2026 Bonds will be payable at maturity or prepayment upon surrender thereof at the principal corporate trust office of the Trustee. Manner of Payment. Interest on the 2026 Bonds is payable on each Interest Payment Date to the person whose name appears on the Bond Registration Books as of the Record Date immediately preceding the applicable Interest Payment Date, such interest to be paid by check or draft of the Trustee mailed by first class mail to the Owner or, at the option of any Owner of at least $1,000,000 aggregate principal amount of the 2026 Bonds with respect to which written instructions have been filed with the Trustee prior to the Record Date, by wire transfer, * Preliminary, subject to change. Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 96 Packet Pg. 361 of 474 4931-0398-6599v16/202059-0002 6 at the address of the owner as it appears on the Bond Registration Books. Principal of and premium (if any) on any 2026 Bond will be paid upon presentation and surrender thereof at the corporate trust office of the Trustee. Both the principal of and interest and premium (if any) on the 2026 Bonds will be payable in lawful money of the United States of America. So long as Cede & Co., is the registered holder of the 2026 Bonds, references to the holders or owners or registered holders or owners of the 2026 Bonds means Cede & Co. and not the beneficial owners of the 2026 Bonds. Transfer and Exchange Any 2026 Bond may, in accordance with its terms, be transferred upon the Bond Registration Books by the person in whose name it is registered, in person or by his duly authorized attorney, upon surrender of the 2026 Bond for cancellation, accompanied by delivery of a written instrument of transfer in a form approved by the Trustee, duly executed. Whenever any 2026 Bond is so surrendered for transfer, the City will execute and the Trustee will authenticate and deliver to the transferee a new 2026 Bond or 2026 Bonds of like tenor, maturity and aggregate principal amount. If a notice of redemption of any 2026 Bonds has been mailed pursuant to the redemption provisions of the Indenture, those 2026 Bonds will not be subject to transfer. The 2026 Bonds may be exchanged at the Trust Office of the Trustee, for 2026 Bonds of the same tenor and maturity and of other authorized denominations. 2026 Bonds Mutilated, Destroyed, Stolen or Lost If any 2026 Bond becomes mutilated, the City, at the expense of the Owner of that 2026 Bond, will execute, and the Trustee will authenticate and deliver, a new 2026 Bond of like maturity and principal amount in exchange and substitution for the 2026 Bonds so mutilated, but only upon surrender to the Trustee of the 2026 Bond so mutilated. The Trustee will cancel every mutilated 2026 Bond so surrendered, and will deliver those canceled 2026 Bonds to, or upon the order of, the City. If any 2026 Bond is lost, destroyed or stolen, evidence of such loss, destruction or theft may be submitted to the City and the Trustee. If such evidence is satisfactory to them, and indemnity satisfactory to them is given, the City, at the expense of the Owner, will execute, and the Trustee will authenticate and deliver, a new 2026 Bond of like maturity and principal amount in lieu of and in substitution for the 2026 Bond so lost, destroyed or stolen. (If any such 2026 Bond matures or is called for redemption, instead of issuing a substitute 2026 Bond the Trustee may pay the same without surrender thereof upon receipt of indemnity satisfactory to the Trustee). The City may require payment of a reasonable fee for each new 2026 Bond issued and the reimbursement of any expenses incurred by the City or the Trustee. Any 2026 Bond issued in lieu of any 2026 Bond alleged to be lost, destroyed or stolen will constitute an original contractual obligation on the part of the City whether or not the 2026 Bond alleged to be lost, destroyed or stolen is at any time enforceable by anyone, and will be equally and proportionately entitled to the benefits of the Indenture with all other 2026 Bonds secured by the Indenture. Redemption Provisions* No Optional Redemption. The 2026 Bonds are not subject to optional redemption prior to their stated maturity date. Mandatory Sinking Fund Redemption. The 2026 Bonds maturing on June 1, 20__ are subject to mandatory redemption in part from sinking fund payments to be made by the City on June 1, 20__, and on each * Preliminary, subject to change. Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 97 Packet Pg. 362 of 474 4931-0398-6599v16/202059-0002 7 June 1 thereafter up to and including June 1, 20__, at a redemption price equal to 100% of the principal amount thereof plus accrued interest, if any, to the redemption date without premium, as follows: 2026 Bonds Maturing June 1, 20__ June 1 of the Year Principal Amount * Final Maturity Date. Special Mandatory Redemption from Insurance or Condemnation Proceeds. The 2026 Bonds are subject to redemption as a whole or in part on any date, in inverse order of maturity and by lot within a maturity, to the extent of the Net Proceeds of hazard insurance not used to repair or rebuild the Water System or the Net Proceeds of condemnation awards received with respect to the Water System to be used for such purpose, at a Redemption Price equal to the principal amount of the 2026 Bonds plus interest accrued thereon to the date fixed for redemption, without premium. Notice of Redemption. Unless waived by any Owner of 2026 Bonds to be redeemed, notice of any redemption of Bonds will be given, at the expense of the City, by the Trustee by mailing a copy of a redemption notice by first class mail at least 20 days and not more than 60 days prior to the date fixed for redemption to the Owner of the 2026 Bond or 2026 Bonds to be redeemed at the address shown on the Bond Registration Books; provided, that neither the failure to receive such notice nor any immaterial defect in any notice will affect the sufficiency of the proceedings for the redemption of the 2026 Bonds. All notices of redemption must be dated and state the following: (i) the redemption date, (ii) the Redemption Price, (iii) if fewer than all Outstanding 2026 Bonds are to be redeemed, the identification (and, in the case of partial redemption, the respective principal amounts) of the 2026 Bonds to be redeemed, (iv) that on the redemption date the Redemption Price will become due and payable with respect to each such 2026 Bond or portion thereof called for redemption, and that interest with respect thereto will cease to accrue from and after the redemption date, and (v) the place or places where such 2026 Bonds are to be surrendered for payment of the Redemption Price, which places of payment may include the corporate trust office of the Trustee. On or prior to any redemption date, the City must deposit with the Trustee an amount of money sufficient to pay the Redemption Price of all the 2026 Bonds or portions of 2026 Bonds which are to be redeemed on that date. So long as the 2026 Bonds are held only in the book-entry system of DTC, notice of redemption will be sent to Cede & Co., as nominee for DTC, and will not be sent to the beneficial owners of the 2026 Bonds. Purchase in Lieu of Redemption. In lieu of mandatory redemption as described under “—Mandatory Sinking Fund Redemption” above, amounts in the Redemption Account of the Debt Service Fund may be used for the purchase of 2026 Bonds at public or private sale as and when and at such prices (including brokerage and other charges, but excluding accrued interest, which is payable from the Debt Service Fund) as the City may determine, but not to exceed the principal amount of such 2026 Bonds. Book-Entry-Only System While the 2026 Bonds are subject to the book-entry system, the principal, interest and any redemption premium with respect to a 2026 Bond will be paid by the Trustee to The Depository Trust Company (“DTC”), which in turn is obligated to remit such payment to its DTC Participants for subsequent disbursement to Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 98 Packet Pg. 363 of 474 4931-0398-6599v16/202059-0002 8 Beneficial Owners of the 2026 Bonds, as described in APPENDIX E—“DTC AND THE BOOK-ENTRY- ONLY SYSTEM.” SECURITY FOR THE 2026 BONDS Pledge of Net Revenues General. The 2026 Bonds are special obligations of the City payable solely from and secured by a pledge of Net Revenues in accordance with the Indenture. “Net Revenues” are defined in the Indenture to mean, with respect to the Water System, for any period of computation, the amount of the Gross Revenues received from the Water System during such period, less the amount of Maintenance and Operation Costs of the Water System becoming payable during that period. “Gross Revenues” are defined in the Indenture to mean for any period of computation, all gross charges received for, and all other gross income and revenues derived by the City from, the ownership or operation of the Water System or otherwise arising from the Water System during that period, including but not limited to (a) all Charges received by the City for use of the Water System, (b) all receipts derived from the investment of funds held by the City or the Trustee under the Indenture, (c) transfers from any Rate Stabilization Fund into the Water Revenue Fund, and (d) all moneys received by the City from other public entities whose inhabitants are served pursuant to contracts with the City. Gross Revenues for a period of computation shall not include amounts deposited into the Rate Stabilization Fund during such period of computation, but only to the extent such deposits are made from amounts that would otherwise constitute Gross Revenues that were received by the City during such period of computation. “Maintenance and Operation Costs” are defined in the Indenture to mean the reasonable and necessary costs spent or incurred by the City for maintaining and operating the Water System, calculated in accordance with sound accounting principles. Maintenance and Operation Costs include the cost of supply of water, gas and electric energy under contracts or otherwise, the funding of reasonable operating reserves, and all reasonable and necessary expenses of management and repair and other expenses to maintain and preserve the Water System in good repair and working order. Maintenance and Operation Costs further include all reasonable and necessary administrative costs of the City attributable to the Water System and the 2026 Bonds, such as salaries and wages and the necessary contribution to retirement of employees, overhead, insurance, taxes (if any), expenses, compensation and indemnification of the Trustee, and fees of auditors, accountants, attorneys or engineers, and all other reasonable and necessary costs of the City or charges required to be paid by it to comply with the terms of the Indenture or any Parity Debt Instrument. Maintenance and Operation Costs do not include depreciation, replacement and obsolescence charges or reserves therefor and amortization of intangibles or other bookkeeping entries of a similar nature. “Charges” is defined in the Indenture to mean fees, tolls, assessments, rates and rentals prescribed by the City Council for the services and facilities of the Water System furnished by the City. Flow of Funds The City covenants and agrees in the Indenture that all Gross Revenues will be received and held by the City in trust and will be deposited by the City in the Water Revenue Fund which exists in the City Treasury. The Gross Revenues will be accounted for separately and apart from all other money, funds, accounts or other resources of the City. The Indenture provides that all Gross Revenues in the Water Revenue Fund will be applied, transferred, used and withdrawn in the order listed: Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 99 Packet Pg. 364 of 474 4931-0398-6599v16/202059-0002 9 (i) Operating Costs. The City will first apply Gross Revenues on deposit in the Water Revenue Fund to the payment of the budgeted Maintenance and Operation Costs when due and payable. (ii) Debt Service. On or before the third day other than a Saturday, Sunday or a day on which the Trustee is authorized by law to remain closed (“Business Day”) prior to each Interest Payment Date, the City will transfer from the Water Revenue Fund to the Trustee for deposit in the Debt Service Fund (created as a special fund for the 2026 Bonds under the Indenture) (i) an amount equal to the aggregate amount of interest to become due and payable on all Outstanding 2026 Bonds on the next succeeding Interest Payment Date, plus (ii) beginning on the third Business Day prior to the initial Sinking Fund Installment set forth in the Indenture, an amount equal to the aggregate amount of Principal Installments (including any Sinking Fund Installments) becoming due and payable on all Outstanding 2026 Bonds on the next succeeding date on which Principal Installments are required to be made pursuant to the Indenture (“Principal Installment Date”). All interest earnings and profits or losses on the investment of amounts in the Debt Service Fund will be deposited in or charged to the Debt Service Fund and applied to the purposes thereof. No transfer and deposit need be made into the Debt Service Fund if the amount contained therein, taking into account investment earnings and profits, is at least equal to the Interest Requirement or Principal Installments to become due on the next Interest Payment Date or Principal Installment Date upon all Outstanding 2026 Bonds. Following the issuance of Parity Debt, if any, moneys will be transferred from the Water Revenue Fund to the Debt Service Fund and the debt service fund for any Parity Debt without preference or priority and, in the event of any insufficiency of such moneys, will be transferred on a pro rata basis based on the amount due on the 2026 Bonds and any Parity Debt on such Interest Payment Date and without regard to moneys available in a debt service reserve account. (iii) Debt Service Reserve Accounts. After making the payments, allocations and transfers provided for in subsection (ii) above, if the balance in a debt service reserve account for any Parity Debt is less than the required level, the deficiency will be restored by transfers from the first amounts which become available in the Water Revenue Fund. In the event of any insufficiency of such amounts, amounts will be transferred on a pro rata basis to the debt service reserve accounts for any Parity Debt based on the amount required to be deposited into the debt service reserve account. (iv) Surplus. As long as all of the foregoing payments, allocations and transfers are made at the times and in the manner set forth above, any amounts remaining in the Water Revenue Fund may at any time be treated as surplus and may be applied by the City in accordance with applicable laws. Rate Stabilization Fund The Indenture permits but does not require the City to establish and maintain a Rate Stabilization Fund, to be held by the City and administered in accordance with the Indenture, for the purpose of stabilizing the rates and charges imposed by the City with respect to the Water System. From time to time the City may deposit amounts in the Rate Stabilization Fund, from any source of legally available funds, including but not limited to Net Revenues which are released from the pledge and lien which secures the 2026 Bonds and any Parity Debt, as the City may determine. The City may, but is not required to, withdraw from any amounts on deposit in a Rate Stabilization Fund and deposit such amounts in the Water Revenue Fund in any Fiscal Year for the purpose of paying principal and interest coming due and payable in such Fiscal Year. Amounts so transferred from a Rate Stabilization Fund to the Water Revenue Fund will be applied for the purposes of the Water Revenue Fund. Amounts on deposit in a Rate Stabilization Fund will not be pledged to or otherwise secure the 2026 Bonds or any Parity Debt. The City has the right at any time to withdraw any or all amounts on deposit in a Rate Stabilization Fund and apply such amounts for any lawful purposes of the City. The Rate Stabilization Fund, if established by the City, would be a separate and distinct fund from the City’s Rate Stabilization Reserve (the “RSR”). (See the caption “THE WATER SYSTEM—Reserves for the Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 100 Packet Pg. 365 of 474 4931-0398-6599v16/202059-0002 10 Water System” for information regarding the City’s Water System reserve funds.) At this time, the City has not established a Rate Stabilization Fund. Rate Covenant The City has covenanted in the Indenture to fix and prescribe, at the commencement of each Fiscal Year, Charges for the Water System which are reasonably expected to be at least sufficient to yield during each Fiscal Year Net Revenues (including amounts transferred from the Rate Stabilization Fund to the Water Revenue Fund during such Fiscal Year) equal to one hundred twenty-five percent (125%) of Debt Service on the 2026 Bonds and all Parity Debt payable in such Fiscal Year. The City may make adjustments from time to time in such rates and charges and may make such classification of such rates and charges as it deems necessary, but the City will not reduce the rates and charges then in effect unless the Net Revenues, from such reduced rates and charges are reasonably expected to be sufficient to meet the requirements of the Indenture. As long as the City has complied with its obligations set forth in above, the failure of Net Revenues to equal one hundred twenty-five percent (125%) of Debt Service at the end of a Fiscal Year will not constitute a default or an Event of Default under the Indenture. Parity and Subordinate Debt In addition to the 2026 Bonds, the City may issue or incur Parity Debt pursuant to a Parity Debt Instrument subject to the following conditions precedent: (a) The City must be in compliance with all covenants set forth in the Indenture. (b) The Net Revenues for the last audited Fiscal Year of the City, or for any consecutive twelve calendar month period during the eighteen calendar month period preceding the date of adoption by the City Council of the resolution authorizing the issuance of such Parity Debt or the date of the execution of such Parity Debt (the “Test Year”), must produce a sum equal to at least 125% of the Debt Service on the 2026 Bonds and outstanding Parity Debt for such Test Year. (c) The Net Revenues for the Test Year, including adjustments to give effect as of the first day of such Test Year to increases or decreases in Charges for the service provided by the Water System approved and in effect as of the date of calculation, must produce a sum equal to at least 125% of: (i) the Debt Service on the 2026 Bonds and any Parity Debt outstanding in such Test Year; plus (ii) the Debt Service which would have accrued on any Parity Debt issued since the end of such Test Year, assuming that such Parity Debt had been executed or issued at the beginning of such Test Year; plus (iii) the Debt Service which would have accrued had such proposed additional Parity Debt been issued at the beginning of such Test Year. Notwithstanding the foregoing, Parity Debt issued to refund the 2026 Bonds or any outstanding Parity Debt may be delivered without satisfying the conditions set forth above if total Debt Service on the 2026 Bonds or any outstanding Parity Debt after the issuance of such refunding Parity Debt is not greater than total Debt Service would have been prior to the issuance of such refunding Parity Debt. (d) The Parity Debt Instrument providing for the issuance of such Parity Debt must provide that the proceeds of such Parity Debt will be applied to the acquisition, construction, improvement, financing or refinancing of additional facilities, improvements or extensions of existing facilities within the Water System, or otherwise for facilities, improvements or property which the City determines are of benefit to the Water System, or for the purpose of refunding any Bonds or Parity Debt in whole or in part, including all costs (including costs of issuing such Parity Debt and including capitalized interest on such Parity Debt during any period which the City deems necessary or advisable) relating thereto. Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 101 Packet Pg. 366 of 474 4931-0398-6599v16/202059-0002 11 See “APPENDIX C - Summary of Certain Provisions of the Indenture of Trust” for the definition of Debt Service. Subordinate Debt. The Indenture authorizes the City to issue Bonds or other obligations secured by Net Revenues of the Water System on a basis subordinate to the pledge of Net Revenues to the 2026 Bonds, upon such terms and in such principal amounts as the City may determine. DEBT SERVICE REQUIREMENTS The following table sets forth the debt service funding requirements for the 2026 Bonds, assuming no redemptions prior to maturity. Year Ended June 1 Principal* Interest Total 2026 2027 2028 2029 2030 2031 2032 2033 2034 2035 Total * Includes mandatory sinking fund installments. THE CITY AND CITY UTILITIES The City The City is located in northern Santa Clara County (the “County”), approximately 35 miles south of the City of San Francisco. The City has a current population of approximately 69,004. It is part of the San Francisco Bay metropolitan area. Partly due to the presence of Stanford University, which is adjacent to the City, the City is considered the birthplace of the high technology industry that has made the County famous worldwide as Silicon Valley. The 700-acre Stanford Research Park includes prestigious and innovative high-tech leaders such as Hewlett-Packard, Rivian, Tesla, Google and the Electric Power Research Institute. The City is also a major employment center, that includes Stanford University, Stanford Hospital and Clinic, Hewlett Packard, U.S. Department of Veterans Administration Hospital, Broadcom, Simon Property Group, Stanford Shopping Center, and the law offices of Wilson Sonsini Goodrich and Rosati. The City was incorporated in 1894. Its first Charter was granted by the State of California in 1909, and the City continues to operate as a charter city. Municipal operations are conducted under the Council-Manager form of government. The seven City Council Members are elected at large for four-year, staggered terms. The Mayor and Vice Mayor are elected annually at the first City Council meeting in January. The Mayor presides over all City Council meetings. The City Manager is responsible for the operation of all municipal functions, except the offices of the City Attorney, City Clerk, and City Auditor. These officials are appointed by, and report directly to, the City Council. For general, economic and demographic information regarding the City, see APPENDIX B—GENERAL AND ECONOMIC INFORMATION ABOUT THE CITY. Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 102 Packet Pg. 367 of 474 4931-0398-6599v16/202059-0002 12 City Utilities The City operates the following utility systems:  the Water System,  the Sewer System and the Regional Water Quality Control Plant,  the Electric System,  the Gas System,  the Storm Drain System,  the Refuse System, and  the Fiber Optics System. The City’s Utilities Department is in charge of the operation of the Electric System, the Fiber Optics System, the Gas System, the Water System and the Wastewater Collection System (which comprises a portion of the Sewer System) and the City’s Public Works Department is in charge of the operation of the Storm Drain System, the Refuse System and the Wastewater Treatment System (which comprises the remaining portion of the Sewer System). As described more completely above (see “SECURITY FOR THE 2026 BONDS”), the 2026 Bonds will be secured by a pledge of, and lien on, the Net Revenues of the Water System. The 2026 Bonds are not secured by revenues of any other City utility. Management of the Utilities Department The Utilities Department is responsible for the operation of five utility systems (the Electric System, the commercial Fiber Optics System, the Gas System, the Water System and the Wastewater Collection System) that serve the City. The City, through its Utilities Department, services customer accounts for all of the City’s utilities (including the Storm Drain System and the Refuse System). The Utilities Department is currently staffed by the following individuals, among others: Alan Kurotori, Director of Utilities. Alan Kurotori was selected as Utilities Director for the City in May 2025, bringing over 30 years of executive leadership experience in municipal utilities and city government. Prior to his appointment, he served as the City’s Utilities Chief Operating Officer, where he advanced key strategic initiatives, including the Foothill Fire Mitigation Project electrical undergrounding and the development of a new 115kV transmission line serving the City. Before joining the City, Mr. Kurotori held several senior leadership roles with the City of Santa Clara, including Water & Sewer Utilities Director, Assistant City Manager during the construction of Levi’s Stadium, and Assistant Director of Electric Utility (Silicon Valley Power). He has also held executive positions with Valley Water and the City of Mountain View, as well as private sector experience as an engineering consultant in water supply, wastewater, recycled water, and public works. Mr. Kurotori currently serves on the Board of Governors of the California Municipal Utilities Association and is a registered professional civil engineer in California. He holds a bachelor’s degree in civil engineering from the University of California, Berkeley. Terry Crowley, Chief Operating Officer. Terry Crowley is the Utilities Chief Operating Officer. Prior to his current position, Mr. Crowley served for 14 years as the Utilities Director for the City of Healdsburg, where he oversaw the electric, water, and wastewater utilities. He previously held engineering and operational roles with the City of Redding and Pacific Gas and Electric Company. Mr. Crowley holds a Bachelor of Science degree in Electrical Engineering from Washington State University and is a licensed Professional Electrical Engineer in the State of California. Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 103 Packet Pg. 368 of 474 4931-0398-6599v16/202059-0002 13 Tom Auzenne, Assistant Director of Utilities, Customer Support Services. Tom Auzenne is the Assistant Director of Utilities for Customer Support Services for the City. He has served in this role for more than 20 years, overseeing customer service, credit, and collections. Prior to joining the City, Mr. Auzenne held management, supervisory, and field positions at Pacific Gas and Electric Company in program marketing, energy efficiency, customer service, quality control, governmental affairs, pipeline operations, and communications. Mr. Auzenne holds a Bachelor of Arts in Sociology from San Francisco State University. Rekha Ippagunta, Assistant Director of Utilities, Water, Gas, and Wastewater Engineering and Operations. Rekha Ippagunta serves as the Utilities Assistant Director of Engineering and Operations for Water, Gas, and Wastewater for the City. Ms. Ippagunta has more than 20 years of experience in the utility sector, spanning municipal, public and investor-owned utilities, and private consulting. She held leadership roles at the Alameda County Water District, where she was responsible for development and execution of a $1.7 billion capital improvement plan. Previously, at California Water Service Company, she was responsible for capital program planning and delivery including managing and delivering capital projects across 23 water districts, notably completing high-priority water infrastructure projects and innovative treatment plant installations. She also worked as an engineering consultant and contributed to the design of water and wastewater infrastructure. Ms. Ippagunta holds a Bachelor of Science degree in Civil Engineering and a Master of Science in Civil and Environmental Engineering from S.V. University, India. She is a registered Civil Engineer and a member of American Water Works Association. Lisa Bilir, Assistant Director of Utilities, Resource Management. Lisa Bilir serves as the Assistant Director of Utilities of Resource Management for the City. Since joining the City in 2017, Ms. Bilir has overseen water supply planning and led financial forecasting and rate development across the electric, gas, water, and wastewater utilities. Her background includes 13 years of leadership in utility resource management and ratepayer advocacy at the California Public Utilities Commission. Ms. Bilir holds a Bachelor of Science degree in Biology from Stanford University and Master of Public Policy degree from the University of California, Berkeley. Enterprise Staffing and Technology The City employs approximately 44 full-time equivalent employees to operate its water utility. Thirty four employees are represented by Service Employees International Union (“SEIU”) in all matters pertaining to wages, benefits and working conditions. The current two-year agreement with this union, which is in the form of a memorandum of understanding, expires on December 31, 2027. Management employees receive substantially the same fringe benefit package as the SEIU members, and are represented by the Utilities Management and Professional Association of Palo Alto (“UMPAPA”). UMPAPA was originally established in 2009 and currently represents approximately 10 management employees. Their current two-and-a-half-year contract is set to expire June 30, 2028. The City’s wage and fringe benefits are generally comparable to those offered by other local public agencies. The City covers substantially all of its permanent employees under the California Public Employees Retirement System (“CalPERS”). Pension costs are funded by monthly contributions to CalPERS. Employees of the Department of Utilities participate in the Miscellaneous Plan, which is part of the Public Agency portions of CalPERS. In addition to providing pension benefits, the City participates in the California Public Employees Medical and Health Care Act to provide certain health care benefits for retired employees (“OPEB”), including employees of the Department of Utilities. Employees who retire directly from the City are eligible for benefits if they retire on or after age 50 with 5 years of service and are receiving a monthly pension from CalPERS. In fiscal year 2007-08, the City implemented the provisions of Governmental Accounting Standards Board Statement No. 45, Accounting and Financial Reporting for Postemployment Benefits Other Than Pensions (“OPEB”), and elected to participate in an irrevocable trust to provide a funding mechanism for its OPEB liability. As a result, the City maintains a Net OPEB Asset for funds placed in irrevocable trust in excess of its actuarially required contribution. See “WATER SYSTEM FINANCIAL INFORMATION – Other Post- Employment Benefits” below. Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 104 Packet Pg. 369 of 474 4931-0398-6599v16/202059-0002 14 Enterprise Management Policy Treated as enterprise funds, the Electric, Gas, Refuse, Water, Fiber Optics, Sewer and Storm Drain, Wastewater Collection, and Wastewater Treatment Systems are financed and operated in a manner comparable to private business enterprises. The City prepares a Five-Year Financial Forecast in connection with the development of its annual budget to identify and record progress in meeting benchmark goals and objectives. In addition, business plans are developed on an annual basis for the Water, Gas, Electric and Wastewater Collection Systems. The City uses the accrual basis of accounting with respect to the enterprise funds. Revenues are recognized when earned, and expenses are recognized when incurred. Utility revenues are used to pay operating costs, bond debt service, most capital expenditures, and reserve accumulations. In accordance with City policy, the cost of providing utility services to the general public continues to be funded predominately through user charges. The Utilities and Public Works Departments are expected to continue meeting all of their financial obligations while charging retail rates to their customers that are comparable to those charged in neighboring cities. Careful budgeting and sound financial planning have been and will continue to be important factors in maintaining competitive rates. The Utilities Department recognizes the importance of minimizing wholesale commodity costs which is the largest expenditure category. Much time and effort are spent in dealing with the various commodity suppliers, regulatory agencies and commissions to help ensure reasonable and economical wholesale commodity costs. Rates and Billing The City Council has the authority to set utility rates for the Water System. The City sets rates to recover costs consistent with sound financial planning, while promoting efficient resource utilization and customer satisfaction. To achieve an appropriate balance between these objectives, the City forecasts all financial obligations and funding sources over a five year planning horizon. In this manner, timely rate adjustments for the Water System and the City’s other utilities are coordinated to assure adequate funding, minimize consumer impacts, and promote rate stability. To provide for rate stability and to ensure funds are available to cover any unforeseen cost contingencies, the City funds an Operating Reserve for the Water System. The City also funds a Rate Stabilization Reserve for the Water System (the “RSR”) from surplus net water sales revenues and withdraws money from the RSR in subsequent periods to supplement retail water sales revenue as needed. The RSR is a separate and distinct fund from the “Rate Stabilization Fund” authorized under the Indenture. The City collects utility charges by means of a single monthly bill to each customer, listing charges for each service provided. Uncollectible accounts for all utilities average approximately 0.32% of the amount billed. In 2007, the City Council approved a project to implement a new utilities customer information system using SAP, the City’s core business system, also known as their Enterprise Resource Planning (ERP) system. The system was successfully implemented in May 2009, and it allows for the billing of utilities customers. It also provides customer service staff with secure online access to customer information and gives customers the choice to pay their bill online. The City has improved the system over the years including continual upgrades of the system and additional features that allow for extended support hours. Annual Financial Statements and Significant Accounting Policies The City’s annual financial statements will be audited by Macias Gini & O’Connell LLP (“MGO”), Sacramento, California, in accordance with generally accepted auditing standards and the standards for financial audits issued by the Comptroller General of the United States. The MGO audit report will contain opinions that the financial statements present fairly the financial position of the various funds maintained by the City. The annual financial statements include certain notes which may not be fully described in this Official Statement, but which constitute an integral part of the audited financial statements. Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 105 Packet Pg. 370 of 474 4931-0398-6599v16/202059-0002 15 The City’s most recent annual financial statement is attached as APPENDIX C—COMPREHENSIVE ANNUAL FINANCIAL REPORT OF THE CITY FOR THE FISCAL YEAR ENDED JUNE 30, 2025. Copies of prior reports are available on the City’s website (https://www.paloalto.gov/Departments/Administrative- Services/Financial-Reporting) or upon request to the Administrative Services Department, City of Palo Alto, 250 Hamilton Avenue, Palo Alto, CA 94301. Governmental accounting systems are organized and operated on a fund basis. A fund is defined as an independent fiscal and accounting entity with a self-balancing set of accounts recording cash and other financial resources, together with all related liabilities and residual equities or balances, and changes therein. Funds are segregated for the purpose of carrying on specific activities or attaining certain objectives in accordance with special regulations and restrictions. As indicated above, the various Systems are accounted for as enterprise funds. Enterprise funds are used to account for operations (i) that are financed and operated in a manner similar to private business enterprises (where the intent of the governing body is that the costs and expenses, including depreciation, of providing goods or services to the general public on a continuing basis be financed or recovered primarily through user charges), or (ii) where the governing body has decided that periodic determination of revenues earned, expenses incurred or net income is appropriate for capital maintenance, public policy, management control, accountability or other purposes. The City’s enterprise funds are accounted for using the accrual basis of accounting. Each fund’s revenues are recognized when they are earned, and their expenses are recognized when they are incurred, except for revenues from utility customers, which are recognized based on cycle billings. Revenues for services provided but not billed at the end of a fiscal period are not material and are not accrued. The City has not requested nor did the City obtain permission from MGO to include the audited financial statements as an appendix to this Official Statement. Accordingly MGO has not performed any post-audit review of the financial condition or operations of the City. THE WATER SYSTEM History When the City was incorporated in 1894, the majority of its population was served by private water companies that drew their supply from relatively shallow wells. In 1896, a bond issue was approved for purchase by the City of these private water companies. In succeeding years, additional purchases completed the acquisition of privately owned facilities. Deep wells provided water to the gradually increasing population until 1938, when the decline of the groundwater table necessitated the purchase of imported water. Thereafter, the City’s growing demand was met with increasing water supplies from the Public Utilities Commission of the City and County of San Francisco (the “SFPUC”), through a 36-inch pipeline. In 1962, in order to provide a very high quality of water to its customers, the City began supplying 100% of its potable water from the SFPUC. Approximately 85% of the SFPUC supply is derived from snowfield run-off to the Hetch Hetchy Reservoir in Yosemite National Park, and the remaining 15% is derived from rainfall run-off stored in San Francisco’s East Bay and Peninsula Reservoirs. The City also uses some recycled water produced at the City- operated Regional Water Quality Control Plant (“RWQCP”). Over the years, the City has added four additional SFPUC pipeline connections. Additionally, in 2019 the City signed a 76-year agreement with Santa Clara Valley Water (“Valley Water”) and the City of Mountain View (“Mountain View”). The agreement includes Valley Water funding for a salt-removal facility at the RWQCP which will improve the quality of the recycled water. The recycled water is used in the City of Palo Alto for the irrigation of the municipal golf course, a park, and other minor applications. Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 106 Packet Pg. 371 of 474 4931-0398-6599v16/202059-0002 16 Service Area The City is the primary provider of water service within its incorporated limits and on other land owned or leased by the City. The City’s service area encompasses approximately 26 square miles. Water Storage and Distribution System The City’s water distribution system distributes potable water throughout the City to meet residential, commercial, industrial, irrigation and other water demands. The City operates five water supply connections or turnouts from the SFPUC’s Hetch Hetchy system. The distribution system average pressure is 72 pounds per square inch, with the maximum and minimum pressures being experienced at the lower and higher elevations of the distribution system. The City’s water system is presently comprised of 231 miles of main ranging in pipe diameter sizes from 4” to 30” serving nine pressure zones spanning 26 square miles. The City also operates five turnouts with SFPUC, seven booster pump stations and seven storage reservoirs ranging from 1.0 MG to 4.0 MG (with a total storage capacity of 13 MG). City water is distributed to approximately 24,000 metered connections. Sources of Water Supply The City’s current potable water supply consists entirely of purchased water from the SFPUC’s Hetch Hetchy system. The City also maintains interconnections with four neighboring water distribution systems (the City of East Palo Alto, Mountain View, Stanford, and Purissima Hills Water District). The City maintains eight groundwater wells, made up of 1 active well and 7 stand-by wells, with a 15.05 MGD capacity to provide near- normal water supply in case of SFPUC water supply interruption. The City also operates several tanks used to moderate pressure and deal with peaks in flow and demand (due to fire suppression, heavy usage times, etc.). The sources of the City’s water supply are further described below. SFPUC’s Hetch Hetchy System. The SFPUC’s water supply originates in the Hetch Hetchy reservoir and surrounding watersheds located in and around Yosemite National Park. Water flows by gravity across the California central valley to Sunol, where it is blended with water from local reservoirs, and is then pumped across the Hayward fault and through the Irvington Tunnel. There the SFPUC’s Bay Division pipelines Number 1 and 2 carry water across the San Francisco Bay to Redwood City and to the Palo Alto Pipeline, which carries water south to three of the City’s water turnouts at Sand Hill Road, Lytton Avenue and California Avenue. SFPUC Bay Division Pipelines Number 3 and 4 carry water around and below the southern end of San Francisco Bay to the City’s other two connections to the SFPUC system at Arastradero Road and Page Mill Road. The resulting blend of water represents approximately 85% Hetch Hetchy water and 15% local reservoir water. The City has two 25-year water delivery contracts with the SFPUC, both of which were executed in June 2009: (i) a “Water Supply Agreement” (“WSA”), which is a master agreement between the City and County of San Francisco and the 26 Wholesale Customers (the “Wholesale Customers”), and (ii) an Individual “Water Sales Contract.” The contracts contain provisions for adjusting wholesale water rates to match changing wholesale revenue requirements of the SFPUC on a periodic basis. The Water Supply Agreement guarantees a maximum supply of 184 million gallons per day (the “Supply Assurance”) collectively to all of the SFPUC’s 24 permanent Wholesale Customers. The SFPUC has agreed to deliver water to the Wholesale Customers up to the amount of the Supply Assurance, and this agreement is perpetual and survives the expiration of the WSA. The Supply Assurance is, however, subject to reduction due to water shortage, drought, scheduled regional water system (“RWS”) maintenance activities, and emergencies. In 2009, the SFPUC and the Wholesale Customers agreed to maintain the existing allocation methodology that divides the Supply Assurance among the individual Wholesale Customers. Twenty-three of the 24 permanent Wholesale Customers have an “Individual Supply Guarantee” (ISG), which represents their dedicated individual share of the 184 mgd Supply Assurance. The ISGs are also perpetual and survive the expiration of the WSA. Palo Alto’s ISG is 16.575 million gallons per day, or 8,333,000 hundred cubic feet Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 107 Packet Pg. 372 of 474 4931-0398-6599v16/202059-0002 17 (CCF) per year(1). In May 2018, the City’s ISG was lowered to 16.575 million gallons per day from 17.075 million gallons per day upon City Council approval of a permanent ISG transfer of 0.5 million gallons per day to the City of East Palo Alto. In Fiscal Year 2024-25, the SFPUC delivered an average of approximately 9.327 million gallons per day to the City, or a total of 4,543,561 hundred cubic feet. On October 30, 2008, the SFPUC approved the Water System Improvement Program (“WSIP”), a long- range financial plan and capital improvement plan to address capital improvement needs and priorities for its water enterprise, which are intended to replace old systems or upgrade systems to improve reliability and meet future customer needs. The WSIP is debt funded. The total estimated cost of the WSIP, which includes the SFPUC infrastructure to serve the City of San Francisco and its wholesale customers, including inflation and contingencies, is approximately $4.8 billion. The Water Supply Agreement specifies the repayment method and the amount that is to be borne by the wholesale customers (including the City). As of June 30, 2025, 99.3% of the WSIP regional construction contracts are complete. The currently estimated WSIP completion date is June 2032. The City anticipates that purchased water costs will continue to increase due to inflationary increases in operating costs and a gradual increase in debt service. SFPUC wholesale water rates for Fiscal Year 2025-26 were $5.80 per hundred cubic feet. SFPUC held a public hearing on April 28, 2026 and adopted the Fiscal Year 2026-27 Wholesale Water Rate of $6.23 per hundred cubic feet. The SFPUC continues to evaluate its aging system for other needed infrastructure improvements; future major improvements include dam safety and Mountain Tunnel repairs. The wholesale water rates for the past five years are as follows: Fiscal Year Rate per CCF 2021 $4.10 2022 4.10 2023 4.75 2024 5.21 2025 5.67 2026 5.80 The latest forecast of wholesale water prices from the SFPUC incorporates the expected cost, schedule, and debt payment for the WSIP. San Francisco’s Utilities Advisory Commission voted in April 2026 to pass the recommended 7% increase in water rates, which take effect July 1, 2026. The price forecast is as follows: Fiscal Year Rate per CCF 2027 $6.23 2028 6.70 2029 6.93 2030 7.09 2031 7.41 Interconnections with Neighboring Systems. The City maintains interconnections with four neighboring water distribution systems: Mountain View, the Stanford University campus, Purissima Hills Water District, and the City of East Palo Alto (“East Palo Alto”). These interconnections are available for use in cases of water distribution system emergencies. The City has the following interties with the other agencies: 1 intertie with East Palo Alto 6 inches in diameter, 2 interties with the City of Mountain View 6 inches in diameter, 2 (1) 1 CCF equals 748 gallons. Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 108 Packet Pg. 373 of 474 4931-0398-6599v16/202059-0002 18 interties with Stanford University campus 8 inches in diameter, and 2 interties with Purissima Hills Water District that are 8 and 12 inches in diameter. Water Allocation Plan. The Water Supply Agreement includes a Water Shortage Allocation Plan (“WSAP”, also known as the “Tier 1 Shortage Plan”). The Tier 1 Shortage Plan describes the method for allocating water from the RWS between the SFPUC’s Retail Customers, on the one hand, and the Wholesale Customers collectively, on the other, during system-wide shortages caused by drought. The Tier 1 Shortage Plan applies only when the SFPUC determines that a system-wide water shortage due to drought exists, as set forth in a declaration of water shortage emergency by the SFPUC Commission. In the absence of such a declaration, the SFPUC also may opt to request voluntary cutbacks from its Retail and Wholesale Customers to achieve water use reductions. The SFPUC and the Wholesale Customers most recently amended the Tier 1 Shortage Plan in 2025. Tier 1 Shortage Plan. The SFPUC allocates water under the Tier 1 Shortage Plan when it determines that the projected available water supply is less than projected system-wide water purchases for the upcoming Supply Year, defined as the period from July 1 through June 30. The following table shows the Retail Customers’ share and the Wholesale Customers’ share of the annual water supply available during shortages depending on the level of system-wide reduction in water use that is required. If the SFPUC determines that the level of system-wide reduction required during a shortage is greater than 20 percent, the SFPUC and the Wholesale Customers will meet to discuss the appropriate Retail and Wholesale Customers’ shares of available water. The Retail and Wholesale Customers’ shares of available water are also known as the Retail and Wholesale Customers’ Tier 1 Allocations. The Wholesale Customers’ Tier 1 Allocation will be apportioned among the individual Wholesale Customers based on a separate methodology, known as the Tier 2 Drought Response Implementation Plan (“Tier 2 Plan”), which is separately adopted by all the Wholesale Customers without the SFPUC’s involvement as discussed further below. Level of System‐Wide Reduction in Water Use Required Share of Available Water SFPUC Share Wholesale Customers Share 5% or less 35.5% 64.5% 6% through 10% 36.0% 64.0% 11% through 15% 37.0% 63.0% 16% through 20% 37.5% 62.5% The Tier 1 Shortage Plan allows for voluntary transfers of shortage allocations between the SFPUC and any Wholesale Customer as well as between Wholesale Customers themselves. In addition, voluntary transfers of water “banked” by the SFPUC or a Wholesale Customer, through reductions in usage greater than required, may occur. Under the Tier 1 Shortage Plan, if the Retail Customers’ Tier 1 Allocation results in the Retail Customers receiving a “positive allocation” (i.e., a supply of additional water rather than a required reduction in water use), then the excess percentage for Retail is re-allocated to the Wholesale Customers’ Tier 1 Allocation. The Retail Customers are also required to conserve a minimum of 5% for any level of reduction in system-wide water use. The additional water conserved by Retail Customers up to the minimum 5% level is deemed as remaining in RWS storage for inclusion in the calculation of projected available water in future successive dry years. The Tier 1 Shortage Plan will expire at the end of the term of the WSA in 2034, unless the SFPUC and the Wholesale Customers mutually agree to revise or terminate it prior to that date. Tier 2 Drought Allocations. The Wholesale Customers negotiated and adopted the latest Tier 2 Plan in 2025, which allocates the Wholesale Customers’ Tier 1 Allocations from the Tier 1 Shortage Plan among each of the 26 Wholesale Customers. These Tier 2 Allocations are based on a formula that takes into account multiple Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 109 Packet Pg. 374 of 474 4931-0398-6599v16/202059-0002 19 factors for each Wholesale Customer including residential population, non-residential “base” (i.e., indoor) use, seasonal uses, total RWS purchases in recent non-drought years, and ISG. The Tier 2 Plan employs a structured, sequential, five-step method to allocate water to each Wholesale Customer. The allocations are constrained by minimum and maximum cutbacks, which establish the maximum final allocation and minimum guaranteed final allocation, respectively. No agency's final allocation can fall outside of these bounds. The allocation prioritizes indoor uses then allocates the remaining available water based on different customer demands. First focusing on indoor demand, water is allocated based on an agency’s residential population and the State residential efficient indoor standard (47 gallons per person per day (GPCD) in 2025), followed by an allocation based on non-residential “base” (i.e., indoor) use. A limited amount of water is allocated based on seasonal use (e.g., cooling towers and irrigation). Finally, the remaining supply is allocated based on a weighted share of two-thirds RWS purchases in the recent non-drought years and one-third ISG. Upon implementation of the Tier 2 Plan, each Wholesale Customers’ proportion would be expressed as a percentage of the available Tier 1 Allocation (the “Allocation Factor”). The Tier 2 Plan requires that the Allocation Factors be calculated each year in preparation for a potential water shortage emergency. As the Wholesale Customers change their water use characteristics (e.g., increases or decreases in RWS purchases and use of other water sources, changes in monthly water use patterns, or changes in population), the Allocation Factor for each Wholesale Customer will also change. For long-term planning purposes, each Wholesale Customer may use the value identified in the Tier 2 Plan as its Allocation Factor. Emergency Wells. Due to the critical need to ensure sufficient water supplies are provided under emergency conditions, in accordance with City Council direction, the City accelerated the construction of the projects recommended in the Water Wells, Regional Storage and Distribution System Study, completed in 1999. This study identified system deficiencies and recommended capital improvements to improve the operation and reliability of the City’s water distribution system, particularly during emergency situations. The City maintains five existing deep wells, three new wells, a 2.5 million gallon storage reservoir and associated pump station were constructed between 2009 and 2013 as part of an Emergency Water Supply and Storage Project. The primary goal was to correct the deficiency in the City’s emergency water supply. The well system can now support a minimum of eight hours of normal water use at the maximum day demand level and four hours of fire suppression at the design fire duration level. The groundwater system may also be used to a limited extent for water supply during drought conditions (up to 1,500 acre feet per year) and is capable of providing normal wintertime supply needs during extended shutdowns of the SFPUC system. Up to 11,000 gpm of reliable well capacity is available for emergency use as well as 13 million gallons of storage. PFAS. Per- and poly-fluoroalkyl substances (“PFAS”) refers to a group of thousands of human-made chemicals that resist heat, oils, stains and water. They have been widely used in consumer products like nonstick cookware, stain resistant carpets and fabrics, waterproofing clothing, and food packaging. They have also been used in industrial processes and firefighting foams. PFAS are often called “forever chemicals” because they break down very slowly and can accumulate in humans, animals and the environment. PFAS have been found in water, air, and soil worldwide. Perfluorooctanoic acid (“PFOA”) and perfluorooctane sulfonic acid (“PFOS”) are two common PFAS chemicals. The Utilities Department monitors and tests its water supply sources to ensure full compliance with state and federal regulations. The City’s primary source of water is imported from the SFPUC Hetch Hetchy system. SFPUC conducts comprehensive testing for PFAS and other regulated constituents on the drinking water supplied to the City before it enters the local distribution system. The City maintains groundwater wells intended primarily for emergency back-up supply. The Utilities Department actively monitors and samples water from the City’s groundwater wells in accordance with California Division of Drinking Water (DDW) General Order DW-2022-0001-DDW. No PFAS contaminants have been detected in either the primary imported water supply from SFPUC or the City’s supplemental groundwater supply. The water provided by the City fully complies with federal Maximum Contaminant Levels (MCLs) as well as state reporting requirements. Because testing confirms no detectable levels or levels within allowable limits for different PFAS constituents, no additional Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 110 Packet Pg. 375 of 474 4931-0398-6599v16/202059-0002 20 treatment or infrastructure modifications for PFAS mitigation are required at this time. The City will continue to monitor to verify ongoing compliance with all evolving state and federal standards. Bay Area Water Supply and Conservation Agency (BAWSCA). The City is a member of a regional water district with 26 other entities, the Bay Area Water Supply and Conservation Agency (“BAWSCA”). BAWSCA was created on May 27, 2003 to represent the interests of 24 cities and water districts and two private utilities in Alameda, Santa Clara and San Mateo counties that purchase water on a wholesale basis from the San Francisco regional water system. It has the power to issue debt and plan, finance, construct, and operate water supply, transmission, reclamation, and conservation projects on behalf of its members. BAWSCA’s financial statements can be obtained from BAWSCA, 155 Bovet Road, Suite 650, San Mateo, California 94402. In 2013 the City participated in a debt issuance by BAWSCA. The debt was issued to repay certain long-term costs associated with the SFPUC water supply contract. The City’s share of BAWSCA’s annual debt service was $1.6 million in Fiscal Year 2024-25 and $1.5 million in Fiscal Year 2025-26; the City’s annual financial obligation to BAWSCA varies based on the City’s annual water purchases compared to other BAWSCA agencies. Water Conservation Policies and Procedures The City Council adopts an Urban Water Management Plan (“UWMP”) every five years. The latest update to the UWMP was adopted in June 2026 (the “2025 UWMP”). The 2025 UWMP contains the Urban Water Shortage Contingency Plan, which describes what the City would do in case of a water supply shortage. The plan describes a set of activities that would need to be undertaken during various stages of a water supply shortage. There are six water shortage stages culminating in Stage VI, which is a critical water shortage where water supplies are reduced by more than 50%. Actions taken to respond to water shortage stages include outreach campaigns, water audit programs, expanded incentive programs for customers to install water efficient appliances, implementation of water use restrictions, and modifications of water rate structures or rationing programs. In a water shortage situation, the City would select the appropriate mix of actions to respond to the severity of the water shortage. The City has had extensive experience implementing programs to reduce customer use of water in water shortage situations. In the drought that occurred between 2012 and 2016, the City implemented mandatory restrictions and residents reduced water usage by 30%. This was followed by the drought that occurred in 2020-2023 during which the City reduced water use by 15% in response to voluntary water reductions measures. The most recent droughts have led to sustained reductions in water demand, and the City believes that additional reductions during future droughts are unlikely to be as dramatic as those achieved during the 2015 drought. Water conservation programs are primarily administered by Valley Water. They include landscape audits for both residents and businesses, rebates and workshops for efficient landscape and irrigation equipment, as well as a custom program for businesses to encourage the innovative use of water conservation methods in business processes. AMI meters and customer portals provide customers with timely leak alerts and high-usage notifications to reduce water loss. Water Supply Reliability. Since the City relies on the SFPUC RWS for its potable water supplies, the City’s water supply reliability mirrors that of the RWS. During a water supply shortage, contractually agreed upon allocation methods apply in limited circumstances. The amount of water available to San Francisco’s Retail Customers (the residential and commercial customers in the City of San Francisco) and wholesale customers will be impacted by the outcome of the Water Quality Control Plan for the San Francisco Bay/Sacramento-San Joaquin Delta Estuary (Bay Delta Plan Amendment or Bay Delta Plan). The 2025 UWMP assumes the Bay Delta Plan and associated unimpaired flow requirements for the Tuolumne River will be implemented as adopted by the state. Given the City’s forecasted water demand and projections of water supply availability provided by the SFPUC, the City anticipates the need to implement water use reductions of up to 38% in the first dry year post Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 111 Packet Pg. 376 of 474 4931-0398-6599v16/202059-0002 21 Bay Delta Plan implementation. During the drought that occurred in 2012-16 (the “2015 Drought”), the City was able to reduce water use by 30% by restricting landscape irrigation to two times per week as well as a number of other measures. This was followed by the drought that occurred in 2020-23 (the “2021 Drought”) during which the City reduced water use by 15% in response to voluntary water reduction measures. The City’s proposed Water Shortage Contingency Plan includes actions to achieve water use reductions above 50%, but the City does not have actual experience in implementing such drastic measures. With each progressive stage, enforcement, rate strategies, and water use restrictions will be increased while putting in place mitigation measures to maintain the health of the City’s tree canopy. In 2020, the City completed the One Water Plan, which presents a framework for evaluating water supply and water conservation alternative portfolios that may mitigate the impact of future water supply uncertainties such as severe multi-year drought, changes in climate, water demand, and regulations. The One Water Plan takes into consideration long-term reliability and dry year needs as well as cost, quality, and public acceptance. Short-term emergency water needs will be met with the City’s groundwater wells and storage system, which was recently renovated to provide adequate fire protection following a disaster such as a major earthquake. See “ — Sources of Water Supply — Emergency Wells.” Historical Production and Deliveries The following table sets forth a five-year history of water purchased from the SFPUC and delivered to customers in the Water System’s service area. Table 1 WATER SYSTEM WATER PURCHASES AND SALES (in hundreds of cubic feet) Fiscal Years 2020-21 through 2026-27 2020-21 2021-22 2022-23 2023-24 2024-25 2025-26 Est. 2026-27 Adopted Budget Wholesale Water Purchases 4,785,384 4,709,184 4,210,399 4,319,814 4,543,561 4,466,055 4,510,198 Retail Water Sales 4,770,866 4,458,568 3,866,568 4,146,710 4,284,538 4,193,496 4,203,938 Source: City of Palo Alto, Utilities Department. Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 112 Packet Pg. 377 of 474 4931-0398-6599v16/202059-0002 22 Capital Improvement Program Summary The City currently projects that it will undertake capital improvements to the Water System for the current and the next five fiscal years in the aggregate amount of approximately $73 million. The following table displays these projects. The City is currently evaluating whether to rehabilitate or replace two of its reservoir tanks. Rehabilitation of both tanks would cost approximately $5.5 million. Replacement of both tanks would cost approximately $17 million. In the event that the City decides to replace one or both tanks, it may consider bond financing for all or a portion of the project costs. Table 2 WATER SYSTEM WATER SYSTEM CAPITAL IMPROVEMENT PROGRAM SUMMARY Project Adopted 2026-27 Adopted 2027-28 Adopted 2028-29 Adopted 2029-30 Adopted 2030-31 Total Use of Funds Water Fund Administration $ 1,694,824 $ 1,733,372 $ 1,759,453 $ 1,790,832 $ 1,820,056 $ 8,798,537 Water S stem Customer Connections 1,240,000 1,280,000 1,320,000 1,360,000 1,390,000 6,590,000 Water Main Replacement - Project 30 4,366,839 0 0 0 0 4,366,839 Water Main Re lacement - Pro ect 31 0 5,450,000 0 0 0 5,450,000 Water Main Replacement - Project 32 0 0 530,000 11,060,000 0 11,590,000 Water Main Re lacement - Pro ect 33 0 0 0 0 590,000 590,000 Main Replacements Total $ 4,366,839 $ 5,450,000 $ 530,000 $ 11,060,000 $ 590,000 $ 21,996,839 Water Distribution System Improvements $ 370,000 $ 520,000 $ 250,000 $ 250,000 $ 260,000 $ 1,650,000 Water General E ui ment/Tools 50,000 50,000 50,000 50,000 50,000 250,000 Water Line Replacement at Arastradero Cree 683,186 800,000 1,400,000 0 0 2,883,186 Water Meters 500,000 500,000 280,000 450,000 475,000 2,205,000 Water Service and Hydrant Replacement 420,290 399,270 308,270 300,000 300,000 1,727,830 Water S stem Master Plan 150,000 600,000 0 0 0 750,000 Water System Supply Improvements 1,380,990 2,489,000 1,000,000 800,000 840,000 6,509,990 Water Tank Seismic U rade and Rehabilitation 100,000 550,000 8,780,000 0 7,780,000 17,210,000 Water, Gas, Wastewater Utility GIS Data 474,520 520,000 400,000 630,000 660,000 2,684,520 S stem Im rovements Total 4,128,986 6,428,270 12,468,270 2,480,000 10,365,000 35,870,526 TOTAL USES $ 11,430,649 $ 14,891,642 $ 16,077,723 $ 16,690,832 $ 14,165,056 $ 73,255,902 Source of Funds Water S stem Customer Connections $ 1,573,940 $ 3,101,600 $ 3,141,600 $ 3,181,600 $ 3,211,600 $ 14,210,340 Transfer from Gas Fun 186,400 194,000 200,000 210,800 222,183 1,013,383 Transfer from Wastewater Collection Fun 186,400 194,000 200,000 210,800 222,183 1,013,383 Ratepayer Revenue 9,483,909 11,402,042 12,536,123 13,087,632 10,509,090 57,018,796 TOTAL SOURCES $ 11,430,649 $ 14,891,642 $ 16,077,723 $ 16,690,832 $ 14,165,056 $ 73,255,902 Source: City of Palo Alto Utilities Department. Item 8Attachment D - PreliminaryOfficial Statement (POS) Item 8: Staff Report Pg. 113 Packet Pg. 378 of 474 4931-0398-6599v16/202059-0002 23 Water Rates, Fees and Charges Rate Setting Process. Water rates are based entirely on the City’s costs of purchased water and operating and maintaining the Water System. Purchased water costs comprise about 55% of the Water System’s budget. The City receives annual cost projections from its water wholesaler, SFPUC. To establish retail rates, these supply costs are added to other expense requirements related to operation of the water distribution system, including the payment of any outstanding debt and the funding of reserves. Historical and Current Rate Increases. The City has historically adjusted water rates as necessary for each customer class. The most recent proposed rate increase was implemented on July 1, 2026. The City’s rate structure consists of distribution rates and a commodity rate. The distribution rates are based on the water utility’s cost of service, which are reviewed and approved by the City on an annual basis. The commodity rate is a pass-through of the SFPUC’s wholesale rate. The City has a practice of approving 5-year pass-through provisions for the SFPUC wholesale rate. As previously discussed, SFPUC is projecting annual rate increases for the next five years. Adjustments to the City’s water rates are subject to the noticing and public hearing requirements of Proposition 218. See “CONSTITUTIONAL LIMITATIONS ON TAXES AND WATER RATES AND CHARGES — Articles XIIIC and XIIID; Proposition 218.” Approximately 15% of the Water System’s total revenues come from fixed charges. The following table sets forth proposed and projected water rate increases. Table 3 WATER SYSTEM HISTORIC AND PROPOSED WATER RATE INCREASES FOR ALL CUSTOMER CLASSES(1) Year Increase 2020-21 0% 2021-22 0 2022-23 5 2023-24 5 2024-25 10 2025-26 10 2026-27 8 2027-28 9 2028-29 9 (1) The percentages in this table represent overall average rate increases, which include both the City’s distribution rates and the SFPUC wholesale commodity rate. Source: City of Palo Alto, Utilities Department. Water Rate Structure. The City has five rate schedules: separately metered residential customers (W-1), commercial and master-metered multi-family residential customers (W-4), irrigation-only services (W-7), services to fire sprinkler systems in buildings and private hydrants (W-3), and service to fire hydrant rental meters used for construction (W-2). All customers pay a monthly service charge based on the size of their inlet meter. This charge represents meter reading, billing, and other customer service costs, and also the cost of maintaining the capability to deliver a peak flow for that customer based on their meter size. All customers are also charged for each CCF (one hundred cubic feet) of water used. Separately metered residential customers are charged on a tiered basis, with the first 0.2 CCF per day (6 CCF for a 30-day billing period) charged at the first-tier price per CCF, and all additional units charged a higher tier price per CCF. Commercial customers, including most multi-family customers, pay a uniform price for each CCF used. A separate rate per CCF exists for separately metered irrigation service. Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 114 Packet Pg. 379 of 474 4931-0398-6599v16/202059-0002 24 The following tables set forth the Water System rates for the following: General Residential Water Service, Residential Master-Metered and General Non-Residential Water Service, and Non-Residential Irrigation Water Services. Water Rate Structure (1) monthly service charges, (2) commodity rate, (3) distribution rate and (4) drought surcharges. The rates shown below are per CCF of water usage. General Residential Water Service. The schedule below applies to separately metered single-family residential dwellings receiving water service from the City. Table 4 WATER SYSTEM GENERAL RESIDENTIAL WATER SERVICE In Effect Since July 1, 2026 Monthly Customer Charge (by Meter Size) Per Meter Per Month Residential: 5/8-inch to 1 inch $ 29.92 1 ½ inch 96.69 2-inch meter 149.57 3-inch mete 317.04 4-inch mete 563.87 6-inch mete 1,154.44 8-inch meter 2,124.06 10-inch mete 3,358.10 12-inch mete 4,415.87 Volumetric Rates Per Hundred Cubic Feet Per Month Commodity Rate: Water delivery charge from SFPUC $ 6.23 Distribution Rate: Tier 1 Usage 3.77 Tier 2 Usage 8.81 Source: City of Palo Alto, Utilities Department. A drought surcharge will be added to the customer’s applicable commodity rate for Tier 1 and Tier 2 Water usage when the City Council has determined that a water reduction level is in effect for the City. The drought surcharges in the table below are measured in dollars per CCF. Water Usage Reduction level Level 1 (10/15%) Level 2 (20%) Level 3 (25%) Tier 1 0.20 0.43 0.64 Tier 2 0.58 1.21 1.85 Source: City of Palo Alto, Utilities Department. Temporary unmetered service to residential subdivision developers, per connection $6.00 Source: City of Palo Alto, Utilities Department. Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 115 Packet Pg. 380 of 474 4931-0398-6599v16/202059-0002 25 Residential Master-Metered and General Non-Residential Water Service. The schedule below applies to Water Services to non-residential buildings, and multi-family residential dwellings served through a Master- Meter. Table 5 WATER SYSTEM RESIDENTIAL MASTER-METERED AND GENERAL NON-RESIDENTIAL WATER SERVICE In Effect Since July 1, 2026 Monthly Customer Charge (by Meter Size) Per Meter Per Month 5/8-inch mete $ 26.16 ¾-inch mete 34.99 1-inch mete 52.62 1½-inch meter 96.69 2-inch mete 149.57 3-inch mete 317.04 4-inch mete 563.87 6-inch mete 1,154.44 8-inch meter 2,124.06 10-inch mete 3,358.10 12-inch mete 4,415.87 Volumetric Rates Per Hundred Cubic Feet Per Month Commodity Rate: Water delivery charge from SFPUC $6.23 Distribution Rate: 5.32 A drought surcharge will be added to the customer’s applicable commodity rate when the City Council has determined that a water reduction level is in effect for the City. The drought surcharges in the table below are measured in dollars per CCF. Water Usage Reduction level Level 1 (10/15%) Level 2 (20%) Level 3 (25%) Surcharge 0.26 0.53 0.77 Source: City of Palo Alto, Utilities Department. Non-Residential Irrigation Water Services. The schedule below applies to non-residential Water Service supplying dedicated irrigation meters. Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 116 Packet Pg. 381 of 474 4931-0398-6599v16/202059-0002 26 Table 6 WATER SYSTEM NON-RESIDENTIAL IRRIGATION WATER SERVICES In Effect Since July 1, 2026 Monthly Customer Charge (by Meter Size) 5/8-inch meter $ 26.16 ¾-inch mete 34.99 1-inch mete 52.62 1½-inch mete 96.69 2-inch meter 149.57 3-inch mete 317.04 4-inch mete 563.87 6-inch mete 1,154.44 8-inch meter 2,124.06 10-inch mete 3,358.10 12-inch mete 4,415.87 Volumetric Rates Per Hundred Cubic Feet Per Month Commodity Rate: Water delivery charge from SFPUC $6.23 Distribution Rate: 8.11 A drought surcharge will be added to the customer’s applicable commodity rate when the City Council has determined that a water reduction level is in effect for the City. The drought surcharges in the table below are measured in dollars per CCF. Water Usage Reduction level Level 1 (10/15%) Level 2 (20%) Level 3 (25%) Surcharge 0.53 1.25 2.02 Source: City of Palo Alto, Utilities Department. Projected Rates. Beginning in Fiscal Year 2027-28, rates are projected to increase by 9%, 9%, 7% and 6% per year for each of the next four years, respectively. These projected rate increases could change depending on the future projections, and will largely depend on capital projects and restoration of reserves, as well as the future cost of purchased water and the volume of water sales. Comparative Monthly Water Rates. The table below shows comparative monthly residential water bills for a usage rate of 9 hundred cubic feet by water suppliers serving neighboring communities for fiscal year 2025-26. Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 117 Packet Pg. 382 of 474 4931-0398-6599v16/202059-0002 27 Table 7 WATER SYSTEM COMPARATIVE RATES FOR AVERAGE MONTHLY RESIDENTIAL SERVICE Fiscal Year 2025-26 Water Provider Average Monthly Rate (1) Mountain View $101.14 Menlo Park $102.57 Palo Alto $125.19 Redwood City $128.81 Burlingame $134.48 Millbrae $161.79 Average excluding Palo Alto $126.76 (1) Represents rate for typical residential users based on consumption of 9 CCF plus a service charge for a 5/8” meter. Source: City of Palo Alto, Utilities Department. Water Demand and Customer Base On average, the City’s water customers consume 8.8 million gallons of water per day. However, demand rises and falls depending on the season, with the summer months showing high consumption and the fall and winter months having lower consumption. In fiscal year 2024-25, the Water System sold approximately 428.45 million cubic feet of water to approximately 20,600 users. (This amount is lower than water purchased from the SFPUC due to water losses in the storage and transmission systems, billing period differences and unmetered water uses.) The following table sets forth a five-year history of the number of accounts for the Water System and the estimated number of accounts as of June 30, 2026. Table 8 WATER SYSTEM NUMBER OF ACCOUNTS As of June 30, 2021 through 2025 Fiscal Year Number of Accounts 2020-21 22,393 2021-22 22,414 2022-23 22,499 2023-24 22,631 2024-25 20,579 2025-26(1) 20,621 (1) Estimated. Source: City of Palo Alto, Utilities Department. The following table shows billing amounts, water consumption in hundred cubic feet by customer type, and water consumption as a percentage of total consumption by type of customer for active water accounts during fiscal year 2024-25. Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 118 Packet Pg. 383 of 474 4931-0398-6599v16/202059-0002 28 Table 9 WATER SYSTEM SUMMARY OF WATER ACCOUNTS AND USAGE BY USER TYPE Fiscal Year 2024-25 User Type Number of Accounts Billings Consumption (in CCF) Consumption as Percent of Total Single Family Residences 15,589 $24,745,884 1,893,605 44% Multifamily 1,983 6,901,156 583,773 14 Commercial/Industrial 1,606 11,341,499 991,595 23 Other 1,401 10,701,272 815,565 19 Total 20,579 53,689,812 4,284,538 100 Source: City of Palo Alto, Utilities Department. Largest Water Customers. For Fiscal Year 2024-25, total consumption was 4,284,538 CCF, and total operating revenues were $56.5 million. The ten largest customers accounted for approximately 21.32% of total consumption and 20.09% of total operating revenue. The largest customer (other than the City) accounted for 4.24% of total consumption and 2.12% of total operating revenue. Residential customers make up 58% of the Water System consumption. The following table lists the ten largest customers of the Water System for fiscal year 2024-25, in alphabetical order: Table 10 WATER SYSTEM TEN LARGEST CUSTOMERS Fiscal Year 2024-25 Primary Business Activity Name Government City of Palo Alto High Tech Hewlett Packard Financial Services OCA Holdings LLC Recreation Palo Alto Hills Golf & Country Club Education Palo Alto Unified School District Real Estate Simon Property Group Medical Stanford Hospital & Clinic Apartment/Hotel Stanford West Management Medical Veterans Administration Hospital Technology VMware Inc./Broadcom Inc. Source: City of Palo Alto, Utilities Department. Management Discussion of Operations Utilities Strategic Plan. The City continues to focus on providing a high quality and reliable source of water for its residents. The Palo Alto City Council approved the 2018 Utilities Strategic Plan on March 19, 2018. The Strategic Plan provides a road map to guide the CPAU efforts. The four priority focus areas are workforce, collaboration, technology and financial and resource optimization. Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 119 Packet Pg. 384 of 474 4931-0398-6599v16/202059-0002 29 Water Supply. With regard to water supply, the City’s wholesale supplier, the SFPUC, has provided rate projections indicating that the City’s wholesale costs will steadily increase over the next six years. This is due to the construction of seismic upgrades to the SFPUC water delivery system. These costs will be borne by the City and County of San Francisco as well as the SFPUC’s wholesale customers, including the City. Sales Revenues. Water sales revenue during the past five years grew from $46.7 million in fiscal year 2020-21 to $53.5 million in fiscal year 2024-25. This represents a compound annual growth rate of 3.4% over this period. Annual change in water rates is provided in Table 3. In fiscal years 2025-26 and 2026-27, adopted water rates were of 10% and 8%, respectively, to recover rising wholesale purchase costs and distribution operating and capital costs. Between fiscal year 2027-28 and fiscal year 2030-31, average water rates are projected to increase by 9%, 9%, 7% and 6% annually to fund capital projects and offset rising wholesale water purchase costs. Capital Improvements. To improve the operation and reliability of the City’s water distribution system, the City’s Capital Improvement Program includes both ongoing maintenance and infrastructure upgrades as well as seismic upgrades. See “THE WATER SYSTEM—Capital Improvement Program Summary” above. This includes water main replacements, water tank seismic upgrades and rehabilitation, water system supply improvements, and other critical infrastructure maintenance. Statement of Net Position The following table sets forth the balance sheets of the Water System for fiscal years 2020-21 through 2024-25. These numbers are excerpted from the audited financial statements of the City which were prepared in accordance with generally accepted accounting principles. Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 120 Packet Pg. 385 of 474 4931-0398-6599v16/202059-0002 30 Table 11 WATER SYSTEM STATEMENT OF NET POSITION Fiscal Years Ended June 30, 2021 through 2025 (Dollars in Thousands) 2020-21 2021-22 2022-23 2023-24 2024-25 ASSETS CURRENT ASSETS: Cash and Investments $ 46,602 $ 43,523 $ 34,369 $ 26,263 $ 23,789 Accounts Receivable (Net) 6,636 6,142 6,178 7,277 7,920 Interest Receivable 228 239 247 194 173 Prepaid expense - 58 50 42 33 Restricted cash and investments with fiscal agents and trustees 2,906 2,906 2,813 2,678 2,553 TOTAL CURRENT ASSETS $ 56,372 $ 52,868 $ 43,657 $ 36,454 $ 34,468 NON-CURRENT ASSETS: Prepaid expense 67 - - - - Ca ital assets - - - - - Nondepreciable 17,926 17,644 24,400 22,570 25,279 De reciable, net 115,588 120,209 118,378 127,244 127,826 Total noncurrent assets 133,581 137,853 142,778 149,814 143,105 TOTAL ASSETS $ 189,953 $ 190,721 $ 186,435 $ 186,268 $ 187,575 DEFERRED OUTFLOWS OF RESOURCES: Unamortized loss from refunding $ 65 $ 52 $ 39 $ 26 $ 13 Pension relate 2,660 2,434 4,178 3,905 3,090 OPEB relate 757 905 1,248 1,631 1,262 TOTAL DEFERRED OUTFLOWS OF RESOURCES $ 3,482 $ 3,391 $ 5,465 $ 5,562 $ 4,365 LIABILITIES CURRENT LIABILITIES: Accounts Pa able and Accrued Liabilities $ 2,175 $ 5,288 $ 4,306 $ 6,024 $ 1,755 Accrued Salaries and Benefits 176 217 230 265 294 Current ortion of lon term debt 1,852 1,930 - - - Current portion of lease liabilities - 124 158 40 149 Current ortion of SBITA liabilities - - 37 - 15 Current portion of long term debt - - 2,008 2,087 2,172 Accrued claims a able - - - - - TOTAL LIABILITIES $ 4,203 $ 7,559 $ 6,739 $ 8,416 $ 4,385 NONCURRENT LIABILITIES: Net ension liabilities $ 16,803 $ 11,564 $ 16,962 $ 17,115 $ 16,242 Net OPEB liabilities 4,009 2,346 3,357 3,820 3,451 Lease liabilities - 201 56 16 648 SBITA liabilities - - - - 15 Long term debt, net of unamortized discounts/premiums 26,051 24,083 22,038 19,917 17,707 Total noncurrent liabilities 46,863 38,194 42,413 40,868 38,063 TOTAL LIABILITIES $ 51,066 $ 45,753 $ 49,152 $ 49,284 $ 42,448 DEFERRED INFLOWS OF RESOURCES: Pension relate - 4,072 207 92 - OPEB relate 802 1,987 859 509 228 TOTAL DEFERRED INFLOWS OF RESOURCES - 6,059 1,066 601 - NET POSITION Net Investment in capital assets $ 105,676 $ 111,567 $ 118,520 $ 127,780 $ 132,412 Restricted for: Debt service 2,906 2,906 2,813 2,678 2,553 Unrestricted deficit 32,985 27,827 20,349 11,487 14,297 TOTAL NET POSITION $ 141,657 $ 142,300 $ 141,682 $ 141,945 $ 149,262 Source: City of Palo Alto Comprehensive Annual Financial Statements, 2021-25. Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 121 Packet Pg. 386 of 474 4931-0398-6599v16/202059-0002 31 Historical Operating Results The following table is a summary of operating results and debt service coverage of the Water System for the last five fiscal years. These results have been derived from the audited financial statements of the City for fiscal years 2020-21 through 2024-25. See APPENDIX C—COMPREHENSIVE ANNUAL FINANCIAL REPORT OF THE CITY FOR THE FISCAL YEAR ENDED JUNE 30, 2025. Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 122 Packet Pg. 387 of 474 4931-0398-6599v16/202059-0002 32 Table 12 WATER SYSTEM SUMMARY STATEMENT OF HISTORICAL REVENUES, EXPENSES AND CHANGES IN FUND NET POSITIONS Fiscal Years 2020-21 through 2024-25 (Dollars in Thousands) 2020-21 2021-22 2022-23 2023-24 2024-25 OPERATING REVENUES: Sales of Utilities: Customers $ 44,154 $ 40,587 $ 39,823 $ 44,824 $ 51,167 City Departments 2,532 2,476 1,979 2,608 2,370 Service Connection Char e & Miscellaneous 1,239 951 1,005 1,661 1,489 Other Operating Revenues 887 878 915 1,046 1,482 Total O eratin Revenues $ 48,812 $ 44,892 $ 43,722 $ 50,139 $ 56,508 OPERATING EXPENSES: Purchase of Utilities $ 21,935 $ 21,249 $ 21,744 $ 24,651(2) $ 27,856(2) Administration and General 5,771 4,671 5,779 7,844 6,689 Engineering (Operating) 663 492 468 638 652 Resource Mana ement 1,215 1,262 1,591 1,428 1,105 Operations and Maintenance 7,401 7,189 7,531 9,121 8,615 Rent 2,225 2,270 2,364 2,483 2,244 Depreciation and Amortization 3,127 3,570 3,753 3,930 3,959 Total O eratin Ex enses $ 42,338 $ 40,703 $ 43,230 $ 50,095 $ 51,120 O eratin Income Loss $ 6,474 $ 4,189 $ 492 $ 44 $ 5,388 NON-OPERATING REVENUES (EXPENSES): Investment earnin s $ 366 $ 2,915 $ 435 $ 2,460 $ 2,009 Interest Expense (1,476) (1,453) (1,332) (1,251) (1,210) Ca acit Fees Loss on Disposal of Capital Assets (8) (72) (43) (168) (57) Other nonoperating revenues 462 676 421 403 395 Total Non-o eratin Revenues Ex enses $ 656 $ 3,764 $ 519 $ 1,444 $ 1,137 INCOME (LOSS) BEFORE OPERATING TRANSFERS $ 5,818 $ 425 $ (27) $ 1,488 $ 6,525 Ca ital contributions 533(3) 123 131 255(3) 333(3) Operating Transfers In 557 323 - 342 526 O eratin Transfers Out (4) 268 138 722 1,822 67 Change in net position $ 6,640 $ 733 $ (618) $ 263 $ 7,317 Net Revenues Available for Debt Service(1) $ 11,251 $ 5,828 $ 4,510 $ 5,612 $ 12,543 2009 Water Revenue Bonds $ 2,563 $ 2,563 $ 2,565 $ 2,564 $ 2,565 2011 Utility Revenue Refunding Bonds (Water S stem Portion 656 657 658 656 654 Total Debt Service $ 3,219 $ 3,220 $ 3,223 $ 3,220 $ 3,219 Debt Service Coverage 3.50x 1.81x 1.40x 1.74x 3.90x NET POSITION, BEGINNING OF YEAR, AS PREVIOUSLY REPORTED $141,945 NET POSITION, BEGINNING OF YEAR $134,927 $141,567 $142,300 $141,682 $141,945 NET POSITION, END OF YEAR $141,567 $142,300 $141,682 $141,945 $149,262 [Footnotes appear on following page] Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 123 Packet Pg. 388 of 474 4931-0398-6599v16/202059-0002 33 [Footnotes to Table 12] (1) Depreciation and amortization, unrealized gain and loss on investments, loss on disposal of fixed asset and Interest Expense have been added back. (2) Significant increases due to SFPUC wholesale water rates increasing by 10% in Fiscal Year 2023-24 and 9% in and Fiscal Year 2024-25. Furthermore, water sales increased post-drought, contributing to increased purchase costs. (3) Capital contributions represent capacity fees for new services. For these years, there were larger developments and connections. (4) In general, Operating Transfers (Out) are for (i) centralized costs and (ii) the Water System's cost share of projects led by another utility. The large transfers out in Fiscal Year 2023-24 were due to overcollection and repayment of contribution for the Water, Gas, Wastewater Utility GIS Data project from the Water System to the Gas Utility and Wastewater Utility for Fiscal Years 2017-2018 to Fiscal Year 2021-2022. The project is budgeted under the Water CIP. The Gas Utility and Wastewater Utility were making annual contributions or transfers to the Water Fund for such project but there were less GIS (Geographic Information System) activities performed than budgeted. Source: City of Palo Alto. Reserves for the Water System The City uses reserves to protect against contingencies and to manage other aspects of its operations and regularly assesses the adequacy of these reserves and the management practices governing their operation. The City’s formal reserve management practices for its Water Utility consist of the following: The Reserve for Commitments is set to an amount equal to the total remaining spending authority for all contracts in force for the Water Utility at the end of each fiscal year. The Reserve for Re-appropriations is set to an amount equal to the amount of all remaining capital and non-capital budgets, if any, that will be re-appropriated to the following fiscal year in accordance with Palo Alto Municipal Code Section 2.28.090. The CIP Reserve is used to manage cash flow for capital projects and acts as a reserve for capital contingencies. Staff manages the CIP Reserve according to the following practices: a) The following guideline levels are set forth for the CIP Reserve. These guideline levels are calculated for each fiscal year of the Financial Planning Period and approved by Council resolution. Minimum Level: 20% of the maximum CIP Reserve guideline level Maximum Level: Average annual (12 month) CIP budget, for 48 months of budgeted CIP expenses b) Changes in Reserves: Staff is authorized to transfer funds between the CIP Reserve and the Reserve for Commitments when funds are added to or removed from that reserve as a result of a change in contractual commitments related to CIP projects. Any other additions to or withdrawals from the CIP reserve require Council action. c) Minimum Level: If, at the end of any fiscal year, the minimum guideline is not met, staff shall present a plan to the City Council to replenish the reserve. The plan shall be delivered by the end of the following fiscal year, and shall, at a minimum, result in the reserve reaching its minimum level by the end of the next fiscal year. In addition, staff may present, and the Council may adopt, an alternative plan that takes longer than one year to replenish the reserve, or that does so in a shorter period of time. d) Maximum Level: If there are funds in this reserve in excess of the maximum level staff must propose in the next Financial Plan to transfer these funds to another reserve, return the funds to Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 124 Packet Pg. 389 of 474 4931-0398-6599v16/202059-0002 34 ratepayers, or designate a specific use of the funds for CIP investments that will be made by the end of the next Financial Planning Period. Staff may also seek City Council to approve holding funds in this reserve in excess of the maximum level if they are held for a specific future purpose related to the CIP. The RSR may be funded by action of the City Council and is intended to help manage the trajectory of future year rate increases. Withdrawal of funds from the RSR requires Council action. If there are funds in the RSR at the end of any fiscal year, any subsequent Water Utility Financial Plan must result in the withdrawal of all funds from this RSR by the end of the next Financial Planning Period. The Council may approve exceptions to this requirement, when proposed by staff to provide greater rate stabilization to customers. The RSR is a separate and distinct fund from the “Rate Stabilization Fund” authorized under the Indenture. The Operations Reserve is used to manage normal variations in costs and as a reserve for contingencies. Any portion of the Water Utility’s Fund Balance not included in the reserves described above will be included in the Operations Reserve unless this reserve has reached its maximum level as set forth below. Staff manages the Operations Reserve according to the following practices: a) The following guideline levels are set forth for the Operations Reserve. These guideline levels are calculated for each fiscal year of the Financial Planning Period based on the levels of Operations and Maintenance (O&M) and commodity expense forecasted for that year in the Financial Plan. Minimum Level: 60 days of O&M and commodity expense Target Level: 90 days of O&M and commodity expense Maximum Level: 120 days of O&M and commodity expense b) Minimum Level: If, at the end of any fiscal year, the funds remaining in the Operations Reserve are lower than the minimum level set forth above, staff shall present a plan to the City Council to replenish the reserve. The plan shall be delivered within six months of the end of the fiscal year, and shall, at a minimum, result in the reserve reaching its minimum level by the end of the following fiscal year. In addition, staff may present, and the Council may adopt, an alternative plan that takes longer than one year to replenish the reserve. c) Target Level: If, at the end of any fiscal year, the Operations Reserve is higher or lower than the target level, any Financial Plan created for the Water Utility shall be designed to return the Operations Reserve to its target level within four years. d) Maximum Level: If, at any time, the Operations Reserve reaches its maximum level, no funds may be added to this reserve. Any further increase in the Water Utility’s Fund Balance shall be automatically included in the Unassigned Reserve described below. The Unassigned Reserve holds any further additions to the Water Utility’s Fund Balance once the Operations Reserve has reached its maximum level. If there are any funds in the Unassigned Reserve at the end of any fiscal year, the next Financial Plan presented to the City Council must include a plan to assign them to a specific purpose or return them to the Water Utility ratepayers by the end of the first fiscal year of the next Financial Planning Period. For example, if there were funds in the Unassigned Reserves at the end of Fiscal Year 2014-15, and the next Financial Planning Period is Fiscal Year 2015-16 through Fiscal Year 2020-21, the Financial Plan shall include a plan to return or assign any funds in the Unassigned Reserve by the end of Fiscal Year 2015-16. Staff may present an alternative plan that retains these funds or returns them over a longer period of time. Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 125 Packet Pg. 390 of 474 4931-0398-6599v16/202059-0002 35 Approximately $9.1 million was spent on capital projects in Fiscal Year 2023-24, excluding customer connection projects funded by connection fees, the largest of which were water main replacements, AMI water meters, and water regulation station improvements. Additionally, the water fund had large one-time expenses to comply with the federal lead and copper rule and pay for vehicle replacement costs, which reduced net operating cash flow for Fiscal Year 2023-24 and contributed to additional draws on reserves. The table below sets forth actual levels of the Water System Fund Reserves as of June 30 for the last five fiscal years. Table 13 WATER SYSTEM FUND RESERVES Fiscal Years 2020-21 to 2024-25 (Dollars in Thousands) 2020-21 2021-22 2022-23 2023-24 2024-25 CIP $ 10,707 $ 10,707 $ 6,961 $ 3,500 $ 3,500 RSR 9,070 9,069 6,069 4,000 4,000 Operations & Unassigned 20,773 14,420 7,958 7,077 16,350 Total Reserves(1) $ 40,550 $ 34,196 $ 20,988 $ 14,577 $ 23,850 (1) Excludes Reserve for Commitments and Reserve for Re-appropriations. Source: City of Palo Alto. See also APPENDIX C—“COMPREHENSIVE ANNUAL FINANCIAL REPORT OF THE CITY FOR THE FISCAL YEAR ENDED JUNE 30, 2025.” As of June 30, 2025, the System had approximately $23.8 million in unrestricted reserve (185 days cash at hand). Additionally, in December 2025, the City engaged Baker Tilly to perform a Utility Reserve Assessment. The assessment was reviewed by City Council on June 15, 2026 and the City anticipates that it will update the Water System’s reserve policies based on recommendations made in the Baker Tilly Utility Reserve Assessment. Projected Operating Results and Debt Service Coverage The following table is a summary of the projected operating results of the Water System for the fiscal years ending June 30, 2026, through June 30, 2031. The financial forecast represents the City’s estimate of projected financial results based upon its judgment of the most probable occurrence of certain important future events. The City assessed major cost drivers and expected costs, the short-term risks, reviewed reserve guidelines, and determined the revenue requirements for the next five years. The forecast reflects growing revenue to fund the expected operating and capital expenses over the next five years. Actual operating results achieved during the projection period may vary from those presented in the forecast and such variations may be material. Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 126 Packet Pg. 391 of 474 4931-0398-6599v16/202059-0002 36 Table 14 WATER SYSTEM ESTIMATED AND PROJECTED REVENUES, EXPENSES AND NET REVENUES Fiscal Years 2025-26 through 2030-31 (Dollars in Thousands) 2025-26(1) 2026-27(2) 2027-28 2028-29 2029-30 2030-31 OPERATING REVENUES: Sales of Wate (3) $ 57,398 $ 62,364 $ 68,227 $ 73,819 $ 78,264 $ 82,250 Service Connection Charge & Capacity Fees(4) 1,324 1,335 2,484 2,510 2,536 2,563 Other Operating Revenues and Transfers In(5) 398 408 418 428 439 450 Total Operating Revenues $ 59,119 $ 64,107 $ 71,129 $ 76,757 $ 81,239 $ 85,263 NON-OPERATING REVENUES Interest Revenue $ 1,056 $ 1,077 $ 1,098 $ 1,120 $ 1,143 $ 1,165 Federal Government Interest Subsidy(6) 377 - - - - - Other Transfers In(7) 345 266 422 444 455 467 Total Non-operating Revenues 1,778 1,342 1,520 1,565 1,598 1,632 Total Revenues $ 60,897 $ 65,449 $ 72,649 $ 78,322 $ 82,837 $ 86,896 OPERATING EXPENSES Purchase of Wate (8) $ 27,610 $ 29,938 $ 32,054 $ 32,788 $ 33,382 $ 34,523 Administration and General/Engineering/ Resource Mgmt/O&M(9) 20,502 21,207 22,094 22,756 23,439 24,142 Ren 2,311 2,410 2,482 2,557 2,634 2,713 Transfers Ou (10) 390 525 538 426 562 513 NON-OPERATING EXPENSES Other Transfers Ou (11) 943 960 610 610 610 610 Total Expenses $ 51,756 $ 55,040 $ 57,778 $ 59,137 $ 60,626 $ 62,501 Net Revenues Available for Debt Service $ 9,141 $ 10,410 $ 14,871 $ 19,185 $ 22,211 $ 24,395 2009 Water Revenue Bonds $ 2,563 350 - - - - 2011 Utility Revenue Refunding Bonds (Water System Portion) 656 - - - - - 2026 Water Revenue Refunding Bonds - 1,678 1,950 1,975 2,012 2,043 Total Debt Service $ 3,219 $ 2,028 $ 1,950 $ 1,975 $ 2,012 $ 2,043 Debt Service Coverage 2.8x 5.1x 7.6x 9.7x 11.0x 11.9x Net Revenues After Debt Service $ 5,922 $ 8,382 $ 12,921 $ 17,210 $ 20,199 $ 22,352 Reserve Balance As of Year En (12) Capital Reserve $ 9,000 $ 11,000 $ 11,000 $ 11,000 $ 11,000 $ 13,500 Operations Reserve 12,175 12,305 9,546 9,830 12,323 15,811 RSR 4,000 3,000 2,000 1,000 - - Total Reserve Balance $ 25,176 $ 26,306 $ 22,547 $ 21,830 $ 23,324 $ 29,312 [Footnotes appear on following page] Item 8Attachment D - PreliminaryOfficial Statement (POS) Item 8: Staff Report Pg. 127 Packet Pg. 392 of 474 4931-0398-6599v16/202059-0002 37 [Footnotes to Table 14] (1) [Estimated actual.][to come] (2) [Budgeted.] (3) Sales of water for Fiscal Years 2027-28 through 2030-31 are assumed to increase as a result of rate increases described under the captions “—Water Rates, Fees and Charges—Projected Rates” and “—Management Discussion of Operations—Sales Revenues.” [Is consumption projected to remain constant?] (4) Service Connection Charge and Capacity Fees for Fiscal Years 2027-28 through 2030-31 are assumed to _________. (5) Other Operating Revenues and Transfers In includes _____________________. (6) Series 2009 Water Revenue Build America Bonds interest subsidy. (7) Other Transfers In includes _____________________. (8) Purchase of Water for Fiscal Years 2027-28 through 2030-31 is assumed to increase by _____ annually due to _________. (9) Administration and General/Engineering/ Resource Mgmt/O&M for Fiscal Years 2027-28 through 2030-31 is assumed to increase by _____ annually due to _________. (10) Transfers Out includes _____________________. (11) Other Transfers Out includes _____________________. (12) See the caption “—Reserves for the Water System.” Source: City of Palo Alto. Retiree Benefit Funding Policy The City has taken strategic steps to address rising pension costs and long-term liabilities; including cost-sharing in labor agreements, implementing State Public Employees’ Pension Reform Act (PEPRA) lower benefit plans; establishing an irrevocable Section 115 Pension Trust (“Pension Trust”); and adopting the Retiree Benefit funding Policy. The Retiree Benefit Funding Policy is an evergreen policy that automatically renews until goals are complete, subject to modification at the City Council’s direction. The policy identifies a path forward for the City to address its pension obligations on an ongoing basis, ensures prudent and proactive financial planning, and avoids significant impacts to service delivery. The Retiree Benefit Funding Policy sets the goals of reaching a 90% funded status level of CalPERS determined liability Fiscal Year 2036 and budgets ‘pay go’ costs, also known as Normal Cost (NC), of annual pension costs at discount rate of 5.3%, more conservative than the CalPERS rate of 6.8%. Retirement System This caption contains certain information relating to the California Public Employees Retirement System (“CalPERS”). The information is primarily derived from information produced by CalPERS, its independent accountants and actuaries. The City has not independently verified the information provided by CalPERS and makes no representations nor expresses any opinion as to the accuracy of the information provided by CalPERS. The annual comprehensive financial reports of CalPERS are available on its Internet website at www.calpers.ca.gov. CalPERS makes its actuarial valuation reports and other information concerning benefits and other matters available on its website. Such information is not incorporated by reference herein. The City cannot guarantee the accuracy of such information. Actuarial assessments are “forward-looking” statements that reflect the judgment of the fiduciaries of the pension plans, and are based upon a variety of assumptions, one or more of which may not materialize or be changed in the future. Actuarial assessments will change with the future experience of the pension plans. Plan Description. Substantially all qualified permanent and probationary employees are eligible to participate in the Public Agency Cost-Sharing Multiple-Employer Defined Benefit Pension Plan (the “Plan”) administered by the California Public Employees’ Retirement System (the “CalPERS”). The Plan consists of individual rate plans (benefit tiers) within a safety risk pool (police and fire) and a miscellaneous risk pool (all others). Plan assets may be used to pay benefits for any employer rate plan of the safety and miscellaneous pools. Accordingly, rate plans within the safety or miscellaneous pools are not separate plans under GASB Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 128 Packet Pg. 393 of 474 4931-0398-6599v16/202059-0002 38 Statement No. 68. Individual employers may sponsor more than one rate plan in the miscellaneous or safety risk pools. The City of Palo Alto sponsors 10 rate plans (three miscellaneous and seven safety). Benefit provisions under the Plan are established by State statute and City of Palo Alto resolution. CalPERS issues publicly available reports that include a full description of the pension plan regarding benefit provisions, assumptions, and membership information that can be found on the CalPERS’ website at www.calpers.ca.gov. On September 12, 2012, the California Governor signed the California Public Employees’ Pension Reform Act of 2013 (“PEPRA”) into law. PEPRA took effect January 1, 2013. Among other things, PEPRA: (1) established PEPRA which applies to all public employers and public pension plans on and after January 1, 2013 (except specific exemptions); (2) established new retirement tiers/benefits for new public employees; (3) prohibited certain cash payment from being counted as compensation; and (4) increased retirement age for all new public employees. For fiscal year 2026-27, the estimated total employer contribution, as a percent of projected payroll is 82.41% for all employees under the Safety Plan and 37.63% for all employees under the Miscellaneous Plan. Benefits provided. CalPERS provides service retirement and disability benefits, annual cost of living adjustments and death benefits to plan members, who must be public employees and beneficiaries. Benefits are based on years of credited service, equal to a fixed percentage of their highest annual salary formula as determined by the benefit program they participate in. Members with five years of total service are eligible to retire at age 50 with statutorily reduced benefits. All members are eligible for non-duty disability benefits after 10 years of service. The death benefit is one of the following: the Basic Death Benefit, the 1957 Survivor Benefit, or the Optional Settlement 2W Death Benefit. The Plans’ provisions and benefits in effect as of June 30, 2026, are summarized in the following table. Contribution rates are based on the Actuarial Valuation Report as of June 30, 2025. Safety Plan Fire Fighters, Fire Chief Association, Police Officers Fire Fighters, Fire Chief Association Police Officers, Police Management Fire Fighters, Fire Chief Association, Police Officers Hire Date Prior to June 8, 2012 On or after June 8, 2012 On or after Dec. 8, 2012 On or after Jan 1, 2013 Benefit formula(1) 3% at 55 3% at 55 3% at 50 2.7% at 57 Benefit vesting schedule 5 years service 5 years service 5 years service 5 years service Benefit payment monthly for life monthly for life monthly for life monthly for life Retirement age 50 55(1) 55(1) 57(1) Monthly benefit as % of eligible compensation 3% 3% 3% 2.7% Employee contribution rate 9% 9% 9% 11.75% Employer contribution rate as a % of payroll 82.41% 82.41% 82.41% 82.41% Miscellaneous Plan Hire Date Prior to July 17, 2010 On or after July 17, 2010 On or after Jan 1, 2013 Benefit formula 2.7% at 55(2) 2% at 60(2) 2% at 62(3) Benefit vesting schedule 5 years service 5 years service 5 years service Benefit payments monthly for life monthly for life monthly for life Retirement age 55(2) 60(2) 62(3) Monthly benefit as % of eligible compensation(2) 2.70% 2.0% - 2.418% 2% Employee contribution rate 8% 7% 6.25% Employer contribution rate as a % of payroll 37.63% 37.63% 37.63% (1) Employees can retire at age 50 with reduced benefits of 2.4% - 2.88% if hired before Jan 1, 2013, or 2.0% - 2.6% if hired on or after Jan 1, 2013. (2) Employees can retire at age 50 with reduced benefits of 2.0% - 2.56% if hired before July 17, 2010, or 1.092% - 1.874% if hired on or after July 17, 2010. (3) Employees can retire at age 52 with reduced benefits of 1.0% - 1.9%. Source: CalPERS Miscellaneous Plan and Safety Plan for the City of Palo Alto Annual Valuation Report as of June 30, 2025. Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 129 Packet Pg. 394 of 474 4931-0398-6599v16/202059-0002 39 Employees Covered. As of the June 30, 2025 actuarial valuation date, the following employees were covered by the benefit terms: Description Miscellaneous Safety Plan Active members 833 172 Inactive employees or beneficiaries currently receiving benefits 1,393 464 Inactive employees entitled to but not yet receiving benefits 927 133 Total 3,153 769 Source: CalPERS Miscellaneous Plan and Safety Plan for the City of Palo Alto Annual Valuation Report as of June 30, 2025. Contributions. Section 20814(c) of the California Public Employees’ Retirement Law requires that the employer contribution rates for all public employers be determined on an annual basis by the actuary and shall be effective on the July 1 following notice of a change in the rate. Funding contributions for the Plan is determined annually on an actuarial basis as of June 30 by CalPERS. The actuarially determined rate is the estimated amount necessary to finance the costs of benefits earned by employees during the year, with an additional amount to finance any unfunded accrued liability. The City is required to contribute the difference between the actuarially determined rate and the contribution rate of the employees. For the year ending in June 30, 2025, the City’s actuarial determined contributions were $38.3 million and $19.6 million for the Miscellaneous Plan and Safety Plan, respectively. The required employer contribution is comprised of a Normal Cost component and a component equal to an amortized amount of the unfunded liability or annual Unfunded Accrued Liability (“UAL”) Payment. The Normal Cost is the annual cost of service earned by active employees for the upcoming fiscal year, which is expressed as a percentage of payroll. Employer Normal Cost contribution rates may change if plan contracts are amended. PEPRA employees contribute 50% of the base total normal cost established by the plan. The annual UAL Payment is the amortized dollar amount needed to fund past service credit earned (or accrued) for members who are currently receiving benefits, active members, and for members entitled to deferred benefits, as of the valuation date. The UAL Payment is a fixed dollar annual payment that is either billed monthly or at the option of each agency may be paid in a lump sum at the beginning of each fiscal year to achieve a cost savings. The City has historically paid the annual UAL in a lump sum at the beginning of each year. Beginning in fiscal year 2016 for pooled plans, CalPERS began collecting employer contributions for the Plan as a percentage of payroll for the normal cost portion and as a dollar amount for contributions toward the unfunded liability and side fund. According to CalPERS, this change was designed to improve long-term funding stability. For the year ended June 30, 2025, the City’s total required UAL contributions were $31,148,575 for the Miscellaneous Plan and $16,015,933 for the Safety Plan. The City’s required UAL contributions in fiscal year 2025-26 were $31,719,724 for the Miscellaneous Plan and $17,945,551 for the Safety Plan, and the City has made such UAL payments. The City’s required UAL contributions in fiscal year 2026-27 are estimated by CalPERS to be $30,430,626 for the Miscellaneous Plans and $19,668,377 for the Safety Plans. Water System Share of CalPERS Plan. Salary and benefit costs of the Water System include funding of retirement benefits for employees assigned to the Water System who, as City employees, participate in the City’s Miscellaneous CalPERS Plan. City employees assigned to the Water System constitute approximately 4.3% of all City employees and payments made by the City to CalPERS from Revenues amounted to approximately $2,240,089 in Fiscal Year 2024-25, or approximately 3.5% of the City’s total payments to CalPERS in 2024-25. The information under this caption “—Employees’ Retirement Plan – CalPERS” describes the City’s overall Safety and Miscellaneous CalPERS plans; however, only the portion of the Miscellaneous CalPERS plan attributable to City employees assigned to the Water System is payable from Net Revenues. Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 130 Packet Pg. 395 of 474 4931-0398-6599v16/202059-0002 40 The tables below are derived from the City’s Annual Valuation Reports with valuation dates as of June 30, 2025 and delivered in August 2026 (the “2026 Reports”) and show the required and projected employer contributions for the next six fiscal years. Such projections also assume that all actuarial assumptions will be realized and that no further changes to assumptions, contributions, benefits, or funding will occur during the projection period. The projected normal cost percentages in the projections below does not reflect that the normal cost will decline over time as new employees are hired into PEPRA or other lower cost benefit tiers. The projections set forth below assume the investment return for fiscal year 2025-26 and beyond would be 6.8%. CalPERS announced a preliminary investment return of 14.8% for fiscal year 2025-26. As a result, the actual contribution requirements for the following fiscal years shown below may differ from such projections. No assurance can be provided that the City’s CalPERS plan expenses will not increase significantly in the future. Miscellaneous Risk Pool Projected Employer Contribution Required Contribution Projected Future Employer Contributions (Assumes 6.80% Return for fiscal year 2026-27 and Beyond) 2027-28 2028-29 2029-2030 2030-31 2031-32 2032-33 Normal Cost % 10.36% 10.1% 9.9% 9.6% 9.4% 9.2% UAL Payment $31,091,460 $33,033,000 $32,426,000 $31,716,000 $29,607,000 $29,134,000 Total as a % of Payroll 35.65% 36.2% 34.7% 33.3% 30.8% 29.7% Pro ected Pa roll $122,931,042 $126,618,973 $130,417,542 $134,330,069 $138,359,971 $142,510,771 Source: CalPERS Miscellaneous Plan for the City of Palo Alto Annual Valuation Report as of June 30, 2025. Safety Risk Pool Projected Employer Contribution Required Contribution Projected Future Employer Contributions (Assumes 6.80% Return for fiscal year 2026-27 and Beyond) 2027-28 2028-29 2029-30 2030-31 2031-30 2032-33 Normal Cost % 19.65% 19.0% 18.4% 17.8% 17.2% 16.7% UAL Payment $20,286,655 $21,356,000 $21,181,000 $20,959,000 $20,966,000 $20,888,000 Total as a % of Pa roll 75.48% 76.1% 73.3% 70.6% 68.5% 66.3% Projected Payroll $36,338,610 $37,428,768 $38,551,630 $39,706,180 $40,899,425 $42,126,408 Source: CalPERS Safety Risk Pool Plan for the City of Palo Alto Annual Valuation Report as of June 30, 2025. Net Pension Liability. The City’s net pension liability for the Plan is measured as the proportionate share of the net pension liability. The net pension liability of the Plan is measured as of June 30, 2024, and the total pension liability for the Plan used to calculate the net pension liability was determined by an actuarial valuation as of June 30, 2023, rolled forward to June 30, 2024, using standard update procedures. The City’s proportion of the net pension liability was based on a projection of the City’s long-term share of contributions to the pension plan relative to other projected contributions of all participating employers, actuarially determined. Sensitivity of Proportionate Share of the Net Pension Liability to Changes in the Discount Rate. The following presents the City’s proportionate share of the net pension liability for the Plan, calculated using the discount rate for the Plan, as well as what the City’s proportionate share of the net pension liability would be if it were calculated using a discount rate that is 1 percentage point lower or 1 percentage point higher than the current rate: Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 131 Packet Pg. 396 of 474 4931-0398-6599v16/202059-0002 41 City’s Proportionate Share of the Net Pension Unfunded Liability (in thousands) 1% Decrease (5.90%) Current Discount Rate (6.90%) 1% Increase (7.90%) Miscellaneous plan $ 437,682 $ 294,630 $ 176,130 Safety plan 287,167 209,856 146,120 Totals $ 724,849 $ 504,486 $ 322,250 Source: CalPERS Miscellaneous Plan and Safety Plan for the City of Palo Alto Annual Valuation Report as of June 30, 2025. Pension Expenses and Deferred Outflows/Inflows of Resources Related to Pensions. On June 25, 2012, the Governmental Accounting Standards Board approved GASB Statement No. 68 (“GASB 68”) with respect to pension accounting and financial reporting standards for state and local governments and pension plans. GASB 68 states that, for pensions within the scope of the statement, a cost-sharing employer that does not have a special funding situation is required to recognize a net pension liability, deferred outflows of resources, deferred inflows of resources related to pensions, and pension expense based on its proportionate share of the net pension liability for benefits provided through the pension plan. While the accounting standard changed financial statement reporting requirements, they do not impact funding policies of the pension systems. The audited financial statements of the City for fiscal year 2024-25 attached hereto as Appendix C reflect the application of the GASB 68. At June 30, 2025, the City reported deferred outflows of resources and deferred inflows of resources related to pensions for the combined Plans from the following resources: Miscellaneous Plan Deferred Outflows of Resources (in thousand) Pension contribution subsequent to measurement date $ 42,293 Difference between expected and actual experience 10,304 Net difference between projected and actual earnings on plan investments 9,925 Balance reported as of June 30, 2025 $ 62,522 Safety Plan Deferred Outflows of Resources (in thousand) Pension contribution subsequent to measurement date $ 22,118 Difference between expected and actual experience 8,117 Net difference between projected and actual earnings on plan investments 4,883 Balance reported as of June 30, 2025 $ 35,118 Source: The City of Palo Alto Audited Financial Statements for Fiscal Years 2024-25. The $64.4 million reported as deferred outflows of resources related to contributions paid by the City from the year ended June 30, 2025, which is subsequent to the measurement date of June 30, 2024 for both the Miscellaneous and Safety Plans. This amount will be recognized as a reduction of the net pension liability in the year ending June 30, 2026. The net differences reported as deferred outflows of resources and deferred inflows of resources related to pensions will be recognized in future pension expenses as follows: Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 132 Packet Pg. 397 of 474 4931-0398-6599v16/202059-0002 42 Year Ending June 30, Deferred Outflows (Inflows) of Resources (in thousands) 2026 $ 10,721 2027 32,766 2028 (4,539) 2029 (5,719) Total: $ 32,229 Source: The City of Palo Alto Audited Financial Statements for Fiscal Years 2024-25. Funded Status. The tables below are derived from the 2025 Reports and show the recent history of the actuarial accrued liability, share of the pools’ market value of assets, unfunded accrued liability, funded ratio, and annual covered payroll of the City’s defined benefit pension plan as of the valuation dates shown. Miscellaneous Plan Funding History Valuation Date Accrued Liability (AL) Fair Value of Assets (FVA) Unfunded Accrued Liability (UAL) Funded Ratio Annual Covered Payroll 06/30/2016 $ 730,382,476 $ 468,702,245 $ 261,680,231 64.2% $ 75,345,962 06/30/2017 772,526,669 511,805,893 260,720,776 66.3% 78,476,098 06/30/2018 831,958,865 547,102,617 284,856,248 65.8% 80,363,405 06/30/2019 868,716,440 574,012,871 294,703,569 66.1% 78,848,216 06/30/2020 909,429,635 592,313,289 317,116,346 65.1% 84,892,137 06/30/2021 956,179,582 720,145,626 236,033,956 75.3% 79,718,988 06/30/2022 996,201,108 655,682,370 340,518,738 65.8% 82,193,044 06/30/2023 1,037,247,281 687,419,176 349,828,105 66.3% 91,956,169 06/30/2024 1,085,448,984 745,630,783 339,818,201 68.7% 107,807,296 06/30/2025 1,126,070,057 831,439,428 294,630,629 73.8% 112,499,318 Source: CalPERS Miscellaneous Plan of the City of Palto Alto Annual Valuation Report as of June 30, 2025. Safety Plan Funding History Valuation Date Accrued Liability (AL) Fair Value of Assets (FVA) Unfunded Accrued Liability (UAL) Funded Ratio Annual Covered Payroll 06/30/2016 $392,911,774 $249,886,581 $ 143,025,193 63.6% $ 21,268,028 06/30/2017 422,062,152 267,871,162 154,190,990 63.5% 23,485,510 06/30/2018 451,111,924 280,399,741 170,712,183 62.2% 23,613,222 06/30/2019 471,338,133 289,117,004 182,221,129 61.3% 25,488,331 06/30/2020 487,159,688 293,857,975 193,301,713 60.3% 27,097,526 06/30/2021 509,225,515 353,339,674 155,885,841 69.4% 25,745,571 06/30/2022 513,613,942 318,801,170 212,812,772 60.0% 25,004,764 06/30/2023 555,403,195 331,696,065 223,707,130 59.7% 27,941,899 06/30/2024 582,389,782 355,816,276 226,573,506 61.1% 30,132,343 06/30/2025 603,047,994 393,191,715 209,856,279 65.2% 33,254,975 Source: CalPERS Safety Risk Pool Plan for the City of Palo Alto Annual Valuation Report as of June 30, 2024. Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 133 Packet Pg. 398 of 474 4931-0398-6599v16/202059-0002 43 Pension Trust In 2017, the City established a Section 115 Pension Trust (“Pension Trust”) to help address the long- term costs of its pension obligations to CalPERS. City Council approved the creation of the Pension Trust following a review of rising employer contribution rates and volatility of CalPERS investment returns, which were expected to increase the City’s unfunded actuarial liability over time. The Pension Trust is administered by Public Agency Retirement Services (PARS). The City elected the PARS Pension trust Balance Index Strategy with an asset mix of equity (50%-70%), fixed income (10% to 30%) and cash (0-20%). For the year ended June 30, 2025, the City’s total contributions to the Pension Trust were $87.4 million. Of this amount, $2.9 million or 3.2% was contributed by the Water Fund. Under the City’s Retiree Benefit Policy, the Pension Trust is intended to maintain a balance equal to approximately one year of required employer contributions, with amounts above that threshold available for transmission to CalPERS to help manage pension costs, reduce unfunded liability, and mitigate future spikes in employer contribution rates. As of June 30, 2025, the Pension Trust balance was approximately $100 million, compared to the fiscal year 2026 required employer contribution of about $70 million, placing the trust above the policy target. Consistent with policy, Council approved use of excess trust funds for transmission to CalPERS, beginning with a $10.0 million Additional Discretionary Payment in fiscal year 2026. Continued implementation of this policy is reflected in the fiscal year 2027 Adopted Budget through a $20.0 million Additional Discretionary Payment and use of the $6.0 million in trust funds to offset the Actuarially Determined Contribution. Savings resulting from these actions are allocated across departments and funds in proportion to their respective contributions to the Pension Trust. Other Post-Employment Benefits Post-Retirement Health Benefits. In addition to providing pension benefits, the City participates in the California Public Employees’ Medical and Healthcare Act program to provide certain health care benefits for retired employees: The City’s Other Post-Employment Benefit plan is an agent multiple-employer defined benefit plan. Employees who retire directly from the City are eligible for retiree health benefits if they retire on or after age 50 with 5 years of service are receiving a monthly pension from CalPERS. Details of benefits to retirees are noted in the following table: The employees covered by the benefit term as of June 30, 2025 includes: 1,047 inactive employees or beneficiaries currently receiving benefits; 94 inactive employees entitled to but not yet receiving benefits; and 94 active employees. The City made benefit payments of $19.4 million in fiscal year 2024-25, $16.8 million in fiscal year 2023-24, $16.3 million in fiscal year 2022-23, and $17.8 million in fiscal year 2021-22. Water System Share of OPEB Plan. Salary and benefit costs of the Water System include funding of other post-employment benefits for employees assigned to the Water System who, as City employees, participate in the City’s OPEB Plan. City employees assigned to the Water System constitute approximately 4.3% of all City employees and payments made by the City pursuant to the OPEB Plan from Revenues amounted to $647,278 in fiscal year 2024-25, or approximately 3.9% of the City’s total OPEB Plan payments in 2024-25. The information under this caption “—Other Post-Employment Benefits” describes the City’s overall OPEB Plan; however, only the portion of the OPEB Plan attributable to City employees assigned to the Water System is payable from Net Revenues. CONSTITUTIONAL LIMITATIONS ON TAXES AND WATER RATES AND CHARGES Article XIIIA Article XIIIA of the State Constitution provides that the maximum ad valorem tax on real property cannot exceed 1% of the “full cash value,” which is defined as “the county assessor’s valuation of real property as shown on the 1975-76 tax bill under ‘full cash value’ or, thereafter, the appraised value of real property when Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 134 Packet Pg. 399 of 474 4931-0398-6599v16/202059-0002 44 purchased, newly constructed, or a change in ownership has occurred after the 1975 assessment,” subject to exceptions for certain circumstances of transfer or reconstruction and except with respect to certain voter approved debt. The “full cash value” is subject to annual adjustment to reflect increases, not to exceed 2% per year, or decreases in the consumer price index or comparable local data, or to reflect reduction in property value caused by damage, destruction or other factors. Article XIIIA requires a vote of two-thirds of the qualified electorate to impose special taxes, while generally precluding the imposition of any additional ad valorem, sales or transaction tax on real property. As amended, Article XIIIA exempts from the 1% tax limitation any taxes above that level required to pay debt service on certain voter-approved general obligation bonds for the acquisition or improvement of real property. In addition, Article XIIIA requires the approval of two-thirds of all members of the State Legislature to change any State laws resulting in increased tax revenues. Under California law, any fee which exceeds the reasonable cost of providing the service for which the fee is charged is a “special tax,” which under Article XIIIA must be authorized by a two-thirds vote of the electorate. Accordingly, if a portion of the City’s water or wastewater user rates or Capacity Fees were determined by a court to exceed the reasonable cost of providing service, the City would not be permitted to continue to collect that portion unless it were authorized to do so by a two-thirds majority of the votes cast in an election to authorize the collection of that portion of the rates or fees. The reasonable cost of providing wastewater services has been determined by the State Controller to include depreciation and allowance for the cost of capital improvements. In addition, the California courts have determined that fees such as capacity fees will not be special taxes if they approximate the reasonable cost of constructing the water or wastewater capital improvements contemplated by the local agency imposing the fee. See “THE WATER SYSTEM—Water Rates, Fees and Charges.” Article XIIIB Article XIIIB of the State Constitution limits the annual appropriations of proceeds of taxes by State and local government entities to the amount of appropriations of the entity for the prior fiscal year, as adjusted for changes in the cost of living, changes in population and changes in services rendered by the entity. User fees and charges are considered proceeds of taxes only to the extent they exceed the reasonable costs incurred by a governmental entity in supplying the goods and services for which such fees and charges are imposed. To the extent that assessments, fee and charges collected by the City are used to pay the costs of maintaining and operating the Water System and payments due on the 2026 Bonds, the City believes that such moneys are not subject to the annual appropriations limit of Article XIIIB. Articles XIIIC and XIIID; Proposition 218 On November 5, 1996, the voters of the State approved Proposition 218, known as the “Right to Vote on Taxes Act” (“Proposition 218”). Proposition 218 added Articles XIIIC and XIIID to the State Constitution, which contain a number of provisions affecting the ability of the local governments to levy and collect both existing and future taxes, assessments, fees, and charges. The City is a local government within the meaning of Articles XIIIC and XIIID. Section 3 of Article XIIIC expressly extended the initiative power to give voters the power to reduce or repeal local taxes, assessments, fees and charges, regardless of the date such taxes, assessments, fees or charges were imposed. Section 3 expanded the initiative power to include reducing or repealing assessments, fees and charges, which had previously been considered administrative rather than legislative matters and therefore beyond the initiative power. This extension of the initiative power was not limited by the terms of Article XIIIC to fees imposed after November 6, 1996, the effective date of Proposition 218, and absent other legal authority could result in the reduction in any taxes, assessments or fees and charges imposed prior to November 6, 1996. “Fees” and “charges” were not expressly defined in Article XIIIC or in Senate Bill 919, the Proposition 218 Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 135 Packet Pg. 400 of 474 4931-0398-6599v16/202059-0002 45 Omnibus Implementation Act (“SB 919”), which was enacted in 1997 to prescribe specific procedures and parameters for local jurisdictions in complying with Article XIIIC and Article XIIID. However, on July 24, 2006, the California Supreme Court ruled in Bighorn-Desert View Water Agency v. Verjil (the “Bighorn Decision”) that charges for ongoing water delivery are property-related fees and charges within the meaning of Article XIIID and are also fees or charges within the meaning of Section 3 of Article XIIIC. The California Supreme Court held that such water service charges may, therefore, be reduced or repealed through a local voter initiative pursuant to Section 3 of Article XIIIC, although the water agency’s governing board may then raise other fees or impose new fees without prior voter approval. In the Bighorn Decision, the California Supreme Court stated that nothing in Section 3 of Article XIIIC authorized initiative measures that impose voter-approval requirements for future increases in fees or charges for water delivery. The California Supreme Court stated that water providers may determine rates and charges upon proper action of the governing body and that the governing body may increase a charge which was not affected by a prior initiative or impose an entirely new charge. The California Supreme Court further stated in the Bighorn Decision that it was not holding that the initiative power is free of all limitations and was not determining whether the initiative power is subject to the statutory provision requiring that water service charges be set at a level that will pay debt service on bonded debt and operating expenses. Such initiative power could be subject to the limitations imposed on the impairment of contracts under the contract clause of the United States Constitution. Additionally, SB 919 provided that the initiative power provided for in Proposition 218 “will not be construed to mean that any owner or beneficial owner of a municipal security, purchased before or after (the effective date of Proposition 218) assumes the risk of, or in any way consents to, any action by initiative measure that constitutes an impairment of contractual rights” protected by the United States Constitution. However, no assurance can be given that the City’s voters will not, in the future, approve an initiative which reduces or repeals local taxes, assessments, fees or charges. Article XIIID defines a “fee” or “charge” as any levy other than an ad valorem tax, special tax, or assessment imposed upon a parcel or upon a person as an incident of property ownership, including a user fee or charge for a property-related service. A “property-related service” is defined as “a public service having a direct relationship to a property ownership.” In the Bighorn Decision, the California Supreme Court held that a public water agency’s charges for ongoing water delivery are fees and charges within the meaning of Article XIIID. Article XIIID requires that any agency imposing or increasing any property-related fee or charge must provide written notice thereof to the record owner of each identified parcel upon which such fee or charge is to be imposed and must conduct a public hearing with respect thereto. The proposed fee or charge may not be imposed or increased if a majority of owners of the identified parcels file written protests against it. As a result, the local government’s ability to increase such fee or charge may be limited by a majority protest. In addition, Article XIIID also includes a number of limitations applicable to existing fees and charges including provisions to the effect that (i) revenues derived from the fee or charge will not exceed the funds required to provide the property-related service; (ii) such revenues will not be used for any purpose other than that for which the fee or charge was imposed; (iii) the amount of a fee or charge imposed upon any parcel or person as an incident of property ownership will not exceed the proportional cost of the service attributable to the parcel; and (iv) no such fee or charge may be imposed for a service unless that service is actually used by, or immediately available to, the owner of the property in question. Property-related fees or charges based on potential or future use of a service are not permitted. The City believes that it has complied with the requirements of Proposition 218 with respect to the charges that it currently imposes. Such compliance included mailing of notices to affected property owners (and separately, to ratepayers) in connection with rate changes implemented subsequent to the Bighorn Decision. The City expects to continue to comply with the requirements of Proposition 218 with respect to future proposed rate increases. Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 136 Packet Pg. 401 of 474 4931-0398-6599v16/202059-0002 46 In the event that proposed increased rates or charges cannot be imposed as a result of a majority protest or an initiative, such circumstances may adversely affect the ability of the City to generate revenues sufficient to pay the principal of or the interest on the 2026 Bonds. As discussed above, Article XIIIC removes limitations on the initiative power in matters of local taxes, assessments, fees, and charges. In addition, a California court has held that utility rates are not subject to the same constitutional restrictions that are applied to the use of the initiative process for tax measures. Consequently, the voters of the City could, by future initiative, repeal, reduce, or prohibit the future imposition or increase of any local tax, assessment, fee, or charge. While no assurance can be given that the voters of the City will not, in the future, approve initiatives which repeal, reduce or prohibit the future imposition or increase of assessments, fees, or charges, or the Utilities Department’s water rates in such event, the City may set rates to service obligations payable from the Water Revenue Fund, subject to its rate adjustment procedures. Future Initiatives Articles XIIIA, XIIIB, XIIIC, and XIIID of the Constitution were each adopted as measures that qualified for the ballot pursuant to California’s initiative process. The City cannot provide any assurances as to the effect of the implementation or judicial interpretations of such measures on the finances of the City or the Water System. From time to time other initiative measures could be adopted, which may affect the ability of the City to levy and maintain special taxes. CERTAIN INVESTMENT CONSIDERATIONS The ability of the Utilities Department to pay principal of and interest on the 2026 Bonds depends primarily upon the receipt of revenues from the Water System. Some of the events which could prevent the Utilities Department from receiving a sufficient amount of revenues to enable it to pay the principal of and interest on the 2026 Bonds are summarized below. The following description of investment considerations is not intended to be an exhaustive list associated with the purchase of the 2026 Bonds and the order of the investment considerations set forth below does not necessarily reflect the relative importance of the various risks. Special Obligations The 2026 Bonds are special limited obligations of the City payable solely from and secured by a pledge of and lien upon Net Revenues derived by the City Council from the operations of the Water System and certain other funds pledged under the Indenture. Neither the 2026 Bonds nor the obligation to pay principal of or interest thereon constitutes a debt of the City, the State or any of its political subdivisions within the meaning of any Constitutional limitation on indebtedness, or a pledge of the full faith and credit of the City. The 2026 Bonds are not secured by a pledge of the taxing power of the City. See “SECURITY FOR THE 2026 BONDS.” No assurance can be made that revenues of the Water System, estimated or otherwise, will be realized by the Utilities Department in amounts sufficient to pay the principal of and interest on the 2026 Bonds. Among other matters, drought, general and local economic conditions and changes in law and government regulations (including initiatives and moratoriums on growth) could adversely affect the amount of revenues realized by the Utilities Department. In addition, the realization of future revenues is subject to, among other things, the capabilities of management of the Utilities Department, the ability of the Utilities Department to provide water to its customers, and the ability of the Utilities Department to establish, maintain and collect rates and charges sufficient to pay the Operation and Maintenance Costs of the Water System and the principal of and interest on the 2026 Bonds. See “THE WATER SYSTEM — Water Rates, Fees and Charges” herein. Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 137 Packet Pg. 402 of 474 4931-0398-6599v16/202059-0002 47 Reliance on Projections Table 12 in this Official Statement contains certain assumptions and forecasts. The notes following Table 12 should be read for a discussion of certain assumptions and rationale underlying the forecasts. Any forecast is subject to uncertainties. There will usually be differences between actual and forecast results because not all events and circumstances occur as expected, and those differences may be material. Accordingly, the projections contained in Table 12 and elsewhere in the Official Statement, and any projections that may be contained in any future certificate of the City or a consultant, are not necessarily indicative of future performance, and the City does not assume any responsibility for the failure to meet such projections. In addition, certain assumptions with respect to future business and financing decisions of the City are subject to change. No representation is made or intended, nor should any representation be inferred, with respect to the likely existence of any particular future set of facts or circumstances, and prospective purchasers of the 2026 Bonds are cautioned not to place undue reliance upon any projections or requirements for projections. If actual results are less favorable than the results projected, or if the assumptions used in preparing such projections prove to be incorrect, then the amount of Net Revenues may be materially less than expected. Consequently, the ability of the City to make timely payments of the principal of and interest on the 2026 Bonds may be materially adversely affected. Neither the City’s independent auditors nor any other independent accountants have compiled, examined, or performed any procedures with respect to any forecasts or projection contained in the Official Statement. The City’s independent auditors assume no responsibility for, and disclaim any association with, the Water System Net Revenues forecast; they have not expressed any opinion or any form of assurance on such information or its achievability, and they assume no responsibility for, and disclaim any association with, the Water System Net Revenue forecast. See “THE WATER SYSTEM — Projected Operating Results and Debt Service Coverage.” Increasing Water Rates Although the City has covenanted pursuant to the Indenture to fix rates, subject to the approval of the City Council, for service from the Water System, and collect charges for such service, such as to provide revenues that, together with the other available funds of the Utilities Department, will be at least sufficient to pay, as the same become due, the principal of and interest on the 2026 Bonds, in addition to paying, as the same become due, the necessary expenses of operating and maintaining the Water System and all other obligations payable out of the Water Revenue Fund, there can be no assurance that such amounts will be collected in the amounts and at the times necessary to pay the principal of and interest on the 2026 Bonds. Rate-Setting Process Under Proposition 218 The projected operating results in Table 12 assume that rates will be increased each year during the projection period. Proposition 218, which added Articles XIIIC and XIIID to the State Constitution, affects the Utilities Department’s ability to impose future rate increases, and no assurance can be given that future rate increases will not encounter majority protest opposition or be challenged by initiative action authorized under Proposition 218. In the event that future proposed rate increases cannot be imposed as a result of majority protest or initiative, the Utilities Department might thereafter be unable to generate sufficient revenues to pay the principal and interest on the 2026 Bonds. See “CONSTITUTIONAL LIMITATIONS ON TAXES AND WATER RATES AND CHARGES—Articles XIIIC and XIIID; Proposition 218” herein. Notwithstanding the foregoing, the City has covenanted to fix rates and collect charges for water service at a level at least sufficient to meet its debt service requirements, as set forth under “SECURITY FOR THE 2026 BONDS—Rate Covenant” herein. The Projected Operating Results in Table 12 assume that rates will be increased each year during the projection period. The current water rates set by the City and approved by City Council have been imposed in compliance with Proposition 218. Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 138 Packet Pg. 403 of 474 4931-0398-6599v16/202059-0002 48 Statutory and Regulatory Compliance Laws and regulations governing treatment and delivery of drinking water are enacted and promulgated by federal, state and local government agencies. Compliance with laws and regulations governing the treatment and delivery of drinking water may be costly, and, as more stringent standards may be enacted to protect the environment and water quality, these costs will likely increase. Existing conditions, as well as anticipated regulatory requirements, could require significant increases in capital and/or operating costs of the Utilities Department. See “THE WATER SYSTEM—Sources of Water Supply—PFAS.” Claims against the Water System for failure to comply with applicable laws and regulations could be significant. Such claims would be payable from the Water Revenue Fund. In addition to claims by private parties, changes in the scope and standards for public agency water systems such as the Water System also may lead to administrative orders issued by federal or State regulators. Future compliance with such orders can also impose substantial additional costs on the Water Revenue Fund. No assurance can be given that the cost of compliance with such laws, regulations and orders would not adversely affect the ability of the Water System to generate revenues sufficient to pay the principal and interest on the 2026 Bonds. Risks Relating to the Water Supply The Utilities Department’s water supply and the cost thereof are affected by many factors, including but not limited to annual snowpack and rainfall, population growth, water use, groundwater basin quality and recharge trends, federal and State environmental rules and regulations, environmental restoration commitments, water quality, climate change, and area of origin issues. Sustained drought conditions or continued low water levels could adversely affect the Utilities Department’s water supply, impact operational expenses of the Water System and demand for water services from the Water System. Additionally, any natural disaster or other physical calamity, including acts of terrorism, earthquake, earth movements, floods, extreme weather or gradual climate change, may have the effect of reducing water availability, quality and/or distribution capabilities of the Utilities Department, impair the financial stability of the Utilities Department, affect infrastructure and other public improvements and private improvements and the continued habitability and enjoyment of such private improvements thus affecting revenues of the Utilities Department through damage to the Water System and to the economy of the surrounding area. Drought Risks. The ability of the Water System to operate effectively is affected by the water supply available to the Utilities Department. If the water supply decreases significantly, whether by drought, operation of mandatory supply restrictions, prohibitively high water costs or otherwise, Enterprise sales will diminish and revenues available to pay the debt service on the 2026 Bonds, may be adversely affected. See “THE WATER SYSTEM—Sources of Water Supply.” Future droughts could again result in reduced deliveries of water to the Utilities Department and mandatorily enforced conservation measures and other mitigations, that could have a material adverse impact on the revenues of the Water System available to pay the debt service on the 2026 Bonds. Reliance on Water Purchased from the SFPUC. Since 1962, the City began supplying 100% of its potable water from the SFPUC. In Fiscal Year 2025, water deliveries from the SFPUC constituted 100% of the Utilities Department’s total potable water supply. The Utilities Department expects to continue to purchase 100% of its potable water from the SFPUC in an average year. Material reductions in the amount of water delivered from the SFPUC to the Utilities Department may adversely affect the operations and finances of the Water System. See “THE WATER SYSTEM—Sources of Water Supply” herein and “— Environmental Rules and Regulations” below. Environmental Rules and Regulations. Various federal and State rules and regulations and court decisions have affected and will continue to affect the amount of water available to the Utilities Department. The Utilities Department cannot predict if future federal and State rules and regulations will be enacted or if Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 139 Packet Pg. 404 of 474 4931-0398-6599v16/202059-0002 49 future court decisions will further restrict water deliveries to the Utilities Department and what affect such reduced water deliveries may have on the operations and finances of the Water System. Climate Change. One of the factors that may pose a risk to the future availability of water in the City is climate change. Rising temperatures could result in earlier runoff and cause California’s rivers to carry a heavier flow of water. This could possibly trigger floods which would place pressure on California levees. Rising sea levels may further impact hydrology including, without limitation, the salinity levels in estuaries such as northern California’s Bay-Delta region. Such conditions may lead to the failure of levees and consequently the disruption of water flow throughout California’s various water systems. Rising temperatures may also result in decreased precipitation levels that could amplify the effects of drought conditions on water supply. Finally, rising temperatures may cause a reduction in the Sierra Nevada snowpack, a major source of water in California, and may result in reduced water deliveries. The Utilities Department is unable to predict whether or when any such conditions may occur or their impact on the Utilities Department. While the Utilities Department seeks to better understand the potential impact that climate change may have on its water supply, efforts are underway to develop water resources and implement efficient water management strategies that will create a sustainable source of future water supply for the City. Above-Normal Precipitation. Just as too little water can negatively affect the revenues of the Water System, above-normal precipitation also can negatively affect the revenues of the Water System. In years where the City receives above-normal levels of precipitation, the residents of the City do not need to purchase as much water which can lead to reduced enterprise revenues. Seismic Activity. The City, like much of California, is subject to seismic activity that could result in interference with operation of the Water System. There are several major active fault zones transecting the County that could cause “strong ground motion” at the site of the various facilities constituting the Water System during its useful life. Those major fault zones, listed in order of proximity to the City, are the San Andreas, Hayward, Calaveras and San Gregorio faults. If there were to be an occurrence of severe seismic activity in the area of the City, there could be an interruption in the service provided by the Water System resulting in a temporary reduction in the amount of Net Revenues available to pay the principal of and interest on the 2026 Bonds when due. Security of the Water System. Military conflicts and terrorist activities may adversely impact the operations and finances of the Water System. All critical sites are equipped with video surveillance and perimeter intrusion detection systems. These physical protection systems are monitored continuously in the Utilities Department’s control room. The Utilities Department’s emergency response plan is reviewed annually and updated as needed. The Utilities Department also regularly participates in exercises designed to test the ability to prepare for, respond to, recover from and mitigate the impacts of natural, man-made and technological disasters. Although the Utilities Department actively maintains these safeguards, no assurance can be given that existing or additional safety and security measures will prove adequate in the event that terrorist activities are directed against the Water System to prevent a disruption of the Utilities Department’s ability to deliver water to its customers. SFPUC, the supplier of 100% of the City’s potable water, has also taken actions to increase the security of its water facilities. The safety of SFPUC’s water enterprise is maintained through a combination of regular inspections by SFPUC employees, electronic monitoring, and analysis of unusual incident reports. Most above- ground facilities operated and maintained by the SFPUC are controlled-access facilities with fencing, gates, closed circuit television systems and security officers at certain points. Smaller, above-ground and subterranean pumping stations operated and maintained by the SFPUC are locked with padlock or internal locking mechanisms, and most are monitored via access/intrusion alarms. Security improvements are evaluated on an ongoing basis. The electronic operations and controls have been evaluated and designed to reduce exposure using a series of technology systems enhancements and integration. Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 140 Packet Pg. 405 of 474 4931-0398-6599v16/202059-0002 50 Costs of Capital Improvement Program As described herein, the Utilities Department’s CIP with respect to the Water System includes water and recycled water projects expecting to cost approximately $73.3 million between fiscal year 2027 and 2031, with annual costs ranging from approximately $11.4 million to approximately $16.7 million. The City may finance a portion of such projects as described in Table 2 under the caption “THE WATER SYSTEM—Capital Improvement Program Summary.” The actual cost of constructing the various components of the capital improvements to the Water System will depend on a variety of factors, including but not limited to potential rising costs or shortages of labor or materials, the discovery of unforeseen subsurface conditions, earthquake, flood or other natural disasters, severe weather conditions, access to the financial markets or other events outside of the control of the Utilities Department. There can be no assurance that costs for construction of the capital improvements to the Water System will not significantly exceed the amounts projected by the Utilities Department. Cybersecurity The City relies on computers and technology to conduct City operations, including operations of the Utilities Department. As with any public sector agency, the City continually faces cyber threats including, but not limited to, hacking, viruses, malware and other attacks on City technology assets. The City maintains an active cybersecurity program which provides guidelines for proper use of its network and systems by City employees. The City coordinates with the City’s IT to comply with cybersecurity protocols which includes stationing servers on-premise and an air-gapped environment with no internet access. The City also hires a SCADA Cyber Security Red Team. The City maintains multi-layer VPN, DMZ, and firewalls while also limiting access to their servers. Protection protocols also include manual override mode and disaster recovery program. The City also employes the Department of Homeland Security to conduct third-party tests on their networks. All City employees are required to participate in annual cybersecurity education and awareness training. The City requires VPN and two-factor authentication for employees. Notwithstanding the City’s cybersecurity efforts, there can be no assurances that future cybersecurity incident will not materially adversely impact the City, including the Utilities Department. Limitations on Remedies Upon the occurrence and continuance of an event of default under the Indenture, the owners of the 2026 Bonds have limited remedies. Enforceability of the rights and remedies of the owners of the 2026 Bonds, and the obligations incurred by the City, may become subject to the federal bankruptcy code and applicable bankruptcy, insolvency, reorganization, moratorium, or similar laws relating to or affecting the enforcement of creditor’s rights generally, now or hereafter in effect, equity principles which may limit the specific enforcement under State law of certain remedies, the exercise by the United States of America of the powers delegated to it by the Constitution, the reasonable and necessary exercise, in certain exceptional situations, of the police powers inherent in the sovereignty of the State and its governmental bodies in the interest of serving a significant and legitimate public purpose, and the limitations on remedies against counties in the State. Bankruptcy proceedings, or the exercise of powers by the Federal or State government, if initiated, could subject the owners of the 2026 Bonds to judicial discretion and interpretation of their rights in bankruptcy or otherwise and consequently may entail risks of delay, limitation, or modification of their rights. The opinion to be delivered by Bond Counsel concurrently with the issuance of the 2026 Bonds will be subject to such limitations, and the various other legal opinions to be delivered concurrently with the issuance of the 2026 Bonds will be similarly qualified. See Appendix D. Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 141 Packet Pg. 406 of 474 4931-0398-6599v16/202059-0002 51 LITIGATION Absence of Litigation At the time of delivery of and payment for the 2026 Bonds, the City will certify that there is no action, suit, proceeding, inquiry or investigation, at law or in equity, before or by any court, regulatory agency, public board or body, pending or, to the knowledge of the City, threatened against the City affecting the existence of the City or the titles of its officers to their respective offices or seeking to restrain or to enjoin the sale or delivery of the 2026 Bonds, the application of the proceeds thereof in accordance with the Indenture, or the collection or application of any Net Revenues provided for the payment of the 2026 Bonds, or in any way contesting or affecting the validity or enforceability of the 2026 Bonds, the Indenture, any action of the City contemplated by any of the said documents, or the collection or application of any revenues provided for the payment of the 2026 Bonds, or in any way contesting the completeness or accuracy of this Official Statement or any amendment or supplement thereto, or contesting the powers of the City or its authority with respect to the 2026 Bonds or any action of the City contemplated by any of those documents. CERTAIN LEGAL MATTERS The validity of the 2026 Bonds and certain other legal matters are subject to the approving opinion of Jones Hall LLP, Bond Counsel to the City. A complete copy of the proposed form of Bond Counsel’s opinion is contained in Appendix D attached hereto. Bond Counsel has not undertaken any responsibility for the accuracy, completeness or fairness of this Official Statement or other offering materials relating to the 2026 Bonds and expresses no opinion relating thereto. Certain legal matters in connection with the 2026 Bonds will be passed upon for the City by the Office of the City Attorney of the City. Certain legal matters in connection with this Official Statement will be passed upon for the City by Stradling Yocca Carlson & Rauth LLP, Disclosure Counsel to the City. All of the fees of Bond Counsel and Disclosure Counsel with regard to the issuance of the 2026 Bonds are contingent upon the issuance and delivery of the 2026 Bonds. TAX MATTERS Federal Tax Status In the opinion of Jones Hall LLP, San Mateo, California, Bond Counsel, subject, however to the qualifications set forth below, under existing law, the interest on the 2026 Bonds is excluded from gross income for federal income tax purposes and such interest is not an item of tax preference for purposes of the federal alternative minimum tax. Interest on the 2026 Bonds may be subject to the corporate alternative minimum tax. The opinions set forth in the preceding paragraph are subject to the condition that the City comply with all requirements of the Internal Revenue Code of 1986, as amended (the “Tax Code”) that must be satisfied subsequent to the issuance of the 2026 Bonds in order that the interest thereon be, and continue to be, excludable from gross income for federal income tax purposes. The City has made certain representations and covenants in order to comply with each such requirement. Inaccuracy of those representations, or failure to comply with certain of those covenants, may cause the inclusion of such interest in gross income for federal income tax purposes, which may be retroactive to the date of issuance of the 2026 Bonds. Tax Treatment of Original Issue Discount and Premium If the initial offering price to the public at which a 2026 Bond is sold is less than the amount payable at maturity thereof, then such difference constitutes “original issue discount” for purposes of federal income taxes and State of California personal income taxes. If the initial offering price to the public at which a 2026 Bond is sold is greater than the amount payable at maturity thereof, then such difference constitutes “bond premium” for purposes of federal income taxes and State of California personal income taxes. Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 142 Packet Pg. 407 of 474 4931-0398-6599v16/202059-0002 52 Under the Tax Code, original issue discount is treated as interest excluded from federal gross income and exempt from State of California personal income taxes to the extent properly allocable to each owner thereof subject to the limitations described in the first paragraph of this section. The original issue discount accrues over the term to maturity of the 2026 Bond on the basis of a constant interest rate compounded on each interest or principal payment date (with straight-line interpolations between compounding dates). The amount of original issue discount accruing during each period is added to the adjusted basis of such 2026 Bonds to determine taxable gain upon disposition (including sale, redemption, or payment on maturity) of such 2026 Bond. The Tax Code contains certain provisions relating to the accrual of original issue discount in the case of purchasers of the 2026 Bonds who purchase the 2026 Bonds after the initial offering of a substantial amount of such maturity. Owners of such 2026 Bonds should consult their own tax advisors with respect to the tax consequences of ownership of 2026 Bonds with original issue discount, including the treatment of purchasers who do not purchase in the original offering to the public at the first price at which a substantial amount of such 2026 Bonds is sold to the public. Under the Tax Code, bond premium is amortized on an annual basis over the term of the 2026 Bond (said term being the shorter of the 2026 Bond’s maturity date or its call date). The amount of bond premium amortized each year reduces the adjusted basis of the owner of the 2026 Bond for purposes of determining taxable gain or loss upon disposition. The amount of bond premium on a 2026 Bond is amortized each year over the term to maturity of the 2026 Bond on the basis of a constant interest rate compounded on each interest or principal payment date (with straight-line interpolations between compounding dates). Amortized 2026 Bond premium is not deductible for federal income tax purposes. Owners of premium 2026 Bonds, including purchasers who do not purchase in the original offering, should consult their own tax advisors with respect to State of California personal income tax and federal income tax consequences of owning such 2026 Bonds. California Tax Status In the further opinion of Bond Counsel, interest on the 2026 Bonds is exempt from California personal income taxes. Other Tax Considerations Current and future legislative proposals, if enacted into law, clarification of the Tax Code or court decisions may cause interest on the 2026 Bonds to be subject, directly or indirectly, to federal income taxation or to be subject to or exempted from state income taxation, or otherwise prevent beneficial owners from realizing the full current benefit of the tax status of such interest. The introduction or enactment of any such legislative proposals, clarification of the Tax Code or court decisions may also affect the market price for, or marketability of, the 2026 Bonds. It cannot be predicted whether or in what form any such proposal might be enacted or whether, if enacted, such legislation would apply to bonds issued prior to enactment. The opinions expressed by Bond Counsel are based upon existing legislation and regulations as interpreted by relevant judicial and regulatory authorities as of the date of such opinion, and Bond Counsel has expressed no opinion with respect to any proposed legislation or as to the tax treatment of interest on the 2026 Bonds, or as to the consequences of owning or receiving interest on the 2026 Bonds, as of any future date. Prospective purchasers of the 2026 Bonds should consult their own tax advisors regarding any pending or proposed federal or state tax legislation, regulations or litigation, as to which Bond Counsel expresses no opinion. Owners of the 2026 Bonds should also be aware that the ownership or disposition of, or the accrual or receipt of interest on, the 2026 Bonds may have federal or state tax consequences other than as described above. Other than as expressly described above, Bond Counsel expresses no opinion regarding other federal or state tax consequences arising with respect to the 2026 Bonds, the ownership, sale or disposition of the 2026 Bonds, or the amount, accrual or receipt of interest on the 2026 Bonds. The form of Bond Counsel’s opinion to be delivered on the Closing Date is attached hereto as Appendix D. Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 143 Packet Pg. 408 of 474 4931-0398-6599v16/202059-0002 53 RATING S&P Global Ratings (“S&P”), has assigned the 2026 Bonds a rating of “AAA.” Such credit rating reflects only the view of such organization and any desired explanation of the meaning and significance of such credit rating, including the methodology used and any outlook thereon, should be obtained from S&P. Generally, a rating agency bases its credit rating on the information and materials furnished to it and on investigations, studies and assumptions of its own. There is no assurance that the rating will remain in effect for any given period of time or that any such rating will not be revised, either downward or upward, or withdrawn entirely, or a positive, negative or stable outlook announced, if, in its judgment, circumstances so warrant. Any downward revision or withdrawal or announcement of negative outlook could have an adverse effect on the market price of the 2026 Bonds. Maintenance of the rating will require periodic review of current financial data and other updating information by S&P. CONTINUING DISCLOSURE At the time of issuance of the 2026 Bonds, the City will execute a Continuing Disclosure Certificate (the “Continuing Disclosure Certificate”), which will provide for disclosure obligations on the part of the City. Under the Continuing Disclosure Certificate, the City will covenant for the benefit of Owners and Beneficial Owners of the 2026 Bonds to provide certain financial information and operating data relating to the City and the Water System by not later than each March 31 following the end of the City’s fiscal year (which ends on June 30), commencing with the report for the 2025-26 Fiscal Year (the “Annual Reports”), and to provide notices of the occurrence of certain enumerated events (the “Listed Events”). The Annual Reports and the notices of Listed Events will be filed with the MSRB through its EMMA System. Currently the City’s Annual Report is filed as part of the City’s required continuing disclosure filings. See “APPENDIX F—FORM OF CONTINUING DISCLOSURE CERTIFICATE.” These covenants will be made in order to assist the Underwriter for the 2026 Bonds in complying with Rule 15c2-12. Within the last five years, the City has not failed to comply in any material respect with its continuing disclosure obligations under Rule 15c2-12. UNDERWRITING The 2026 Bonds were sold at a competitive sale on _________, 2026. The 2026 Bonds were awarded to __________ (the “Underwriter”). The Underwriter has agreed, subject to certain conditions, to purchase all of the 2026 Bonds at a price of $__________ (which amount represents the principal amount of the 2026 Bonds, plus a net original issue premium of $__________, less an underwriter’s discount of $__________). The Underwriter may offer and sell the 2026 Bonds to certain dealers and others at prices lower than the offering prices stated on the inside cover page hereof. MUNICIPAL ADVISOR PFM Financial Advisors LLC (the “Municipal Advisor”) has assisted the City with various matters relating to the planning, structuring and delivery of the 2026 Bonds. The Municipal Advisor has not been engaged, nor have they undertaken, to make an independent verification or assume responsibility for the accuracy, completeness or fairness of the information contained in this Official Statement. The Municipal Advisor is an independent municipal advisory firm and is not engaged in the business of underwriting or distributing municipal securities or other public securities. INDEPENDENT AUDITORS The financial statements of the Water System as of June 30, 2025 are included in this Official Statement as Appendix A. These financial statements have been audited by Macias, Gini & O’Connell LLP, Certified Public Accountants (“MGO”), as stated in their report appearing therein. MGO was not requested to consent to Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 144 Packet Pg. 409 of 474 4931-0398-6599v16/202059-0002 54 the inclusion of its report in Appendix A and it has not undertaken to update its report or to take any action intended or likely to elicit information concerning the accuracy, completeness or fairness of the statements made in this Official Statement, and no opinion is expressed by MGO with respect to any event subsequent to the date of its report. Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 145 Packet Pg. 410 of 474 4931-0398-6599v16/202059-0002 55 MISCELLANEOUS The covenants and agreements of the City for the benefit of the Owners of the 2026 Bonds are set forth in the Indenture, and reference is made to the Indenture for a statement of the rights of the Owners of the 2026 Bonds and the covenants and obligations of the City. All references to the 2026 Bonds are qualified in their entirety to the definitive form thereof and the information with respect thereto included in the Indenture. This Official Statement is not a contract with the Owners of any of the 2026 Bonds. The summaries of and references to all documents, statutes, reports and other instruments referred to herein do not purport to be complete, comprehensive, or definitive and each such summary and reference is qualified in its entirety by reference to each document, statute, report, or instrument. The capitalization of any word not conventionally capitalized, or otherwise defined herein, indicates that such word is defined in a particular agreement or other document and, as used herein, has the meaning given it in such agreement or document. Any statements in this Official Statement involving matters of opinion and all estimates, whether or not expressly so stated, are intended as such and not as representations of facts and are not to be construed as representations that they will be realized. The City Council of the City has authorized the execution and delivery of this Official Statement by an authorized signatory of the City. CITY OF PALO ALTO By Director of Administrative Services Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 146 Packet Pg. 411 of 474 4931-0398-6599v16/202059-0002 A-1 APPENDIX A ANNUAL COMPREHENSIVE FINANCIAL REPORT OF THE CITY FOR THE FISCAL YEAR ENDED JUNE 30, 2025 Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 147 Packet Pg. 412 of 474 4931-0398-6599v16/202059-0002 B-1 APPENDIX B DEMOGRAPHIC AND ECONOMIC INFORMATION ABOUT THE CITY General The City is located in northern Santa Clara County (the “County”), approximately 35 miles south of the City of San Francisco. The City has a population of approximately 69,004 as of January 1, 2026. It is part of the San Francisco Bay metropolitan area. Partly due to the presence of Stanford University, which is adjacent to the City, the City is considered the birthplace of the high technology industry that has made the County famous worldwide as Silicon Valley. The 700-acre Stanford Research Park includes prestigious and innovative high- tech leaders such as Hewlett-Packard, SAP America, Varian Medical Systems, Rivian, Tesla, Google and the Electric Power Research Institute. The City is also a major employment center, including U.S. Department of Veteran Affairs’ Palo Alto Health Care System, Stanford Hospitals and Clinics, Lockheed Martin Missiles and Space, Palo Alto Medical Foundation, Stanford Shopping Center, the law offices of Wilson Sonsini Goodrich and Rosati, and the Xerox Palo Alto Research Center. The City was incorporated in 1894. Its first Charter was granted by the State of California in 1909, and the City continues to operate as a charter city. Municipal operations are conducted under the Council-Manager form of government. The seven City Council Members are elected at large for four-year, staggered terms. The Mayor and Vice Mayor are elected annually at the first City Council meeting in January. The Mayor presides over all City Council meetings. The City Manager is responsible for the operation of all municipal functions, except the offices of the City Attorney, City Clerk, and City Auditor. These officials are appointed by, and report directly to, the City Council. Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 148 Packet Pg. 413 of 474 4931-0398-6599v16/202059-0002 B-2 Population The following table shows a historical comparison of the respective populations of the City, the County and the State of California since 1990. CITY OF PALO ALTO, SANTA CLARA COUNTY, AND STATE OF CALIFORNIA Population Comparison Year City of Palo Alto Percent Change Santa Clara County Percent Change State of California Percent Change 1990 55,900 -- 1,497,577 -- 29,758,213 -- 2000 58,598 4.8 1,682,585 12.4 33,873,086 13.8 2010 64,403 9.9 1,781,642 5.9 37,253,956 10.0 2011 65,260 1.3 1,805,407 1.3 37,552,880 0.8 2012 66,172 1.4 1,833,344 1.5 37,904,303 0.9 2013 67,145 1.5 1,861,489 1.5 38,237,859 0.9 2014 67,494 0.5 1,883,691 1.2 38,513,119 0.7 2015 67,880 0.6 1,907,380 1.2 38,810,306 0.8 2016 68,526 1.0 1,923,243 0.8 39,036,749 0.6 2017 68,820 0.4 1,930,897 0.4 39,273,915 0.6 2018 68,607 -0.3 1,936,569 0.3 39,429,439 0.4 2019 68,392 -0.3 1,936,821 0.01 39,503,656 0.2 2020 68,253 -0.2 1,936,259 -0.02 39,538,223 0.1 2021 67,802 -0.7 1,911,498 -1.3 39,380,058 -0.4 2022 67,573 -0.3 1,891,556 -1.0 39,159,480 -0.6 2023 68,078 0.7 1,906,944 0.8 39,167,274 0.01 2024 68,280 0.3 1,915,448 0.4 39,446,835 0.7 2025 68,919 0.9 1,928,029 0.7 39,646,907 0.5 2026 69,004 0.1 1,932,468 0.2 39,592,978 -0.1 Sources: U.S. Department of Commerce, Bureau of the Census (1990 and 2000); State of California, Department of Finance, E-4 Population Estimates for Cities, Counties and the State, 2011-2020, with 2010 Benchmark; State of California, Department of Finance, E-4 Population Estimates for Cities, Counties and the State, 2021-2026, with 2020 Benchmark. Sacramento, California, May 2026. Assessed Valuations The following table provides a five-year record of assessed valuations for the City. CITY OF PALO ALTO ASSESSED VALUATIONS OF TAXABLE PROPERTY 2020-21 through 2024-25 (In Thousands) Fiscal Year Secured Valuation (Net of Exemptions) Public Utility Unsecured Valuation Total Assessed Value 2020-21 46,933,430 7,004 2,194,615 42,353,926 2021-22 49,086,493 7,004 2,232,482 43,983,352 2022-23 52,114,464 7,004 2,088,552 46,522,933 2023-24 55,128,970 7,004 2,331,567 49,422,898 2024-25 57,741,861 7,004 2,461,562 51,804,757 Source: City of Palo Alto, Annual Comprehensive Financial Report 2024-25. Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 149 Packet Pg. 414 of 474 4931-0398-6599v16/202059-0002 B-3 The following two tables set out the amounts of property tax collected in the City and the ten largest property-taxpayers in the City, respectively. CITY OF PALO ALTO TEN LARGEST PROPERTY OWNERS Fiscal Year ending June 30, 2025 (In Thousands) Company Assessed Property Valuation Leland Stanford Jr University $7,398,938 Google Inc. 385,453 ARE-San Francisco 80 LLC 312,011 ARE-San Francisco 69 LLC 153,668 395 Page Mill LLC 131,970 Park Village Peninsula LLC 130,744 Palo Alto Tech Center LLC 121,332 KRE El Camino Real Owner LLC 109,941 M10 Dev LLC 89,833 SI 45 LLC 89,941 Source: City of Palo Alto, Annual Comprehensive Financial Report 2024-25. Employment The City is home to a strong mix of large, medium and small firms. The City employment opportunities are much sought after and include the following: education at Stanford University, high technology at the Stanford Research Park, and health care at two medical facilities of national stature. The largest employers in the City of Palo Alto as of June 30, 2025, are as follows: CITY OF PALO ALTO TEN LARGEST EMPLOYERS Fiscal Year ending June 30, 2025 Employer Number of Employees Stanford (University and Healthcare) 18,000 Broadcom Inc. (VMware Inc) 2,781 Varian Medical Systems 1,710 Hewlett-Packard Company 1,632 Veteran's Affairs Palo Alto Health Care Syste 1,323 Wilson Sonsini Goodrich Rosati 1,100 City of Palo Alto 1,092 Roche Palo Alto 1,050 Brocade Communications Systems LLC 800 Workday, Inc. 714 Source: ReferenceUSA.com & Palo Alto Weekly, as published in City of Palo Alto Annual Comprehensive Financial Report 2025-25. Due to the nature of local industry, with its heavy emphasis on electronics, aerospace and research, Santa Clara has attracted many professional people and industrial workers possessing skills well above the average. Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 150 Packet Pg. 415 of 474 4931-0398-6599v16/202059-0002 B-4 The Santa Clara Labor Market, as defined by the State Employment Development Department, includes all cities within Santa Clara County. This area is a highly developed industrial, research, and educational center of employment for a labor force that ranks well above the average in educational attainment and income. The following table presents the annual average wage and salary employment figures by industry classification for the San Jose-Sunnyvale-Santa Clara Metropolitan Statistical Area for the years 2021 through 2025. According to the California Employment Development Department, the County’s unemployment rate was 4.2% in 2024, down from 5.0% in 2021. The following table sets forth certain information regarding employment in the San Jose-Sunnyvale-Santa Clara MSA from calendar year 2021 through 2024, as well as certain information for calendar year 2025 as of March 2025. Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 151 Packet Pg. 416 of 474 4931-0398-6599v16/202059-0002 B-5 SAN JOSE-SUNNYVALE-SANTA CLARA MSA (San Benito and Santa Clara Counties) INDUSTRY EMPLOYMENT & LABOR FORCE - BY ANNUAL AVERAGE March 2025 Benchmark 2021 2022 2023 2024 2025 Civilian Labor Force 1,020,000 1,043,000 1,056,200 1,057,600 N/A Civilian Employment 969,000 1,013,300 1,018,100 1,013,100 N/A Civilian Unemployment 51,000 29,700 38,100 44,400 N/A Unemployment Rate 5.0% 2.9% 3.6% 4.2% N/A Total Farm 5,000 4,800 4,700 4,900 5,000 Total Nonfarm 1,097,700 1,151,000 1,154,100 1,150,600 1,158,200 Goods Producing 177,500 187,100 185,200 179,800 180,200 Mining, Logging and Construction 51,900 54,000 54,100 53,400 52,700 Construction 51,700 53,800 53,900 53,200 52,500 Manufacturing 125,700 133,200 131,100 126,400 127,500 Trade, Transportation and Utilities 117,200 119,200 119,400 117,100 117,000 Information 107,100 106,000 97,700 94,800 97,000 Financial Activities 38,400 38,100 37,800 36,700 36,700 Professional and Business Services 284,100 295,700 290,400 282,800 277,200 Private Education and Health Services 178,400 187,000 197,100 208,600 217,400 Leisure and Hospitality 79,000 96,700 101,900 103,100 103,000 Other Services 22,800 25,400 26,500 27,300 28,000 Government 93,300 95,800 98,200 100,400 101,700 Total All Industries(1) 1,102,800 1,155,800 1,158,800 1,155,500 1,163,100 (1) Totals may not add due to independent rounding. Source: California Employment Development Department, Labor Market Information Division. CITY OF PALO ALTO AVERAGE ANNUAL CIVILIAN LABOR FORCE EMPLOYMENT AND UNEMPLOYMENT Calendar Years 2019-2023 Year Labor Force Employment Unemployment Number Rate 2019 33,800 33,000 700 2.2% 2020 32,000 30,600 1,400 4.3 2021 32,000 31,000 1,100 3.3 2022 32,900 32,200 800 2.3 2023(1) 33,300 32,200 1,100 3.2 (1) Most recent available reported data. Source: California Employment Development Department. Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 152 Packet Pg. 417 of 474 4931-0398-6599v16/202059-0002 B-6 Construction Activity The following table reflects the history of building permit valuation for the City from 2020 to 2024. CITY OF PALO ALTO BUILDING PERMITS AND VALUATION (Dollars in Thousands) 2020 2021 2022 2023 2024 Valuation Residential $ 87,620 $ 76,007 $ 94,879 $ 172,367 $ 139,375 Non-Residential 30,278 60,811 86,166 286,698 173,286 Total $ 117,898 $ 136,818 $ 181,045 $ 459,065 $ 312,661 Units Single Family 68 114 133 49 57 Multi Family 8 2 2 208 125 Total 76 116 135 257 182 Note: Totals may not add due to independent rounding. Source: Construction Industry Research Board: “Building Permit Summary.” Personal Income The following table sets forth certain yearly median household income for the City, the County, the State of California, the United States. The median residential bill representing only 0.66% of median household income. CITY OF PALO ALTO, COUNTY OF SANTA CLARA, STATE OF CALIFORNIA AND UNITED STATES Median Household Income Year Palo Alto Santa Clara County California United States 2020 174,003 130,890 78,672 64,994 2021 195,781 141,562 84,907 69,717 2022 179,707 150,839 91,551 74,755 2023 184,068 154,954 95,521 77,719 2024 228,517 168,154 100,149 81,604 Source: U.S. Census Bureau, American Community Survey (ACS) Commercial Activity Taxable sales in the City of Palo Alto exceed $2.3 billion annually. The following summary shows the annual volume of taxable sales within the City since 2021. During 2025, retail sales totaled $1,806,145 and total taxable sales reached $2,610,627. Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 153 Packet Pg. 418 of 474 4931-0398-6599v16/202059-0002 B-7 The following table shows annual sales tax revenues for the City for the last five years. The latest full- year data available from the State is for calendar year 2025. CITY OF PALO ALTO TAXABLE TRANSACTIONS ($000s) 2021 2022 2023 2024 2025 Building Material and Garden Equipment and Supplies Dealers 19,998 19,113 21,913 43,415 49,854 Clothing and Clothing Accessories Stores 290,294 308,260 346,577 358,174 419,057 Food and Beverage Stores 36,110 40,936 40,726 42,146 43,136 Food Services and Drinking Places 309,524 406,737 450,314 479,821 514,580 Gasoline Stations 53,667 77,684 77,981 73,701 66,383 General Merchandise Stores 108,223 122,250 128,349 141,114 151,199 Home Furnishings and Appliance Stores 74,951 74,182 63,658 70,085 78,732 Motor Vehicle and Parts Dealers 296,978 221,805 213,841 220,801 354,514 Other Retail Group 142,329 136,738 133,214 135,560 128,687 All other outlets 1,123,428 1,418,888 1,511,650 1,350,629 804,481 Total Retail and Food Services 1,332,076 1,407,710 1,476,578 1,564,822 1,806,145 Total All Outlets 2,455,505 2,826,599 2,988,228 2,915,452 2,610,627 Source: California Department of Tax and Fee Administration. Transportation The City is served by the Bayshore Freeway (U.S. Highway 101), which runs southeast from San Francisco to Los Angeles and is the major freeway connecting San Francisco and San Jose; Highway 84 - the Dumbarton Bridge and Highway 92, the Hayward-San Mateo Bridge; and Interstate 280, which runs north/south to San Francisco and State Highway 82. These freeways link the City to all parts of northern California. Air transportation is available at both the San Francisco International Airport, approximately 40 miles to the north, and the San Jose Airport, approximately 20 miles to the south. Rail service is provided by Union Pacific Railroad, on a north/south track linking San Jose and San Francisco, and Cal Train commuter service to Gilroy and San Francisco. Within the City, commuter rail transportation is conveniently located and the Palo Alto stop is one of the most used in the CalTrain system. Alternative transportation options include numerous bike paths throughout the City and an internal shuttle service is also available. Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 154 Packet Pg. 419 of 474 4931-0398-6599v16/202059-0002 C-1 APPENDIX C SUMMARY OF CERTAIN PROVISIONS OF THE INDENTURE OF TRUST Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 155 Packet Pg. 420 of 474 4931-0398-6599v16/202059-0002 D-1 APPENDIX D PROPOSED FORM OF BOND COUNSEL OPINION ____, 2026 City of Palo Alto 250 Hamilton Ave. Palo Alto, CA 94301 OPINION: $______ City of Palo Alto Water Revenue Refunding Bonds, 2026 Series A Members of the Council: We have acted as bond counsel in connection with the issuance by the City of Palo Alto (the “City”) of the captioned bonds (the “Bonds”) under (i) Articles 10 and 11 of Chapter 3 of Part 1 of Division 2 of Title 5 of the California Government Code, (ii) an Indenture of Trust dated as of October 1, 2026, by and between the City and U.S. Bank Trust Company, National Association, as trustee (the “Indenture”), and (iii) a resolution of the City Council of the City adopted on [September 14], 2026. In such capacity, we have examined such law and such certified proceedings, opinions, certifications and other documents as we deem necessary to render this opinion. Regarding questions of fact material to our opinion, we have relied on representations of the City contained in the Indenture, and in the certified proceedings and other certifications of public officials furnished to us, without undertaking to verify the same by independent investigation. Regarding certain questions of law material to our opinion, we have assumed the correctness of certain legal conclusions contained in the written opinions of the City Attorney, and others, without undertaking to verify the same by independent investigation. Based upon the foregoing, we are of the opinion, under existing law, that: 1. The City is a duly created and validly existing municipal corporation and chartered city with the power to enter into the Indenture and to perform the agreements on its part contained therein. 2. The Indenture has been duly authorized, executed and delivered by the City, and is valid, binding and enforceable against the City in accordance with its terms. 3. The Indenture creates a valid lien on the Net Revenues of the Water System (as such terms are defined in the Indenture) and other funds pledged by the Indenture for the security of the Bonds on a parity basis with other bonds (if any) issued or to be issued in accordance with the Indenture. 4. The Bonds have been duly authorized and executed by the City and constitute valid and binding special obligations of the City, payable solely from Net Revenues of the Water System (as such terms are defined in the Indenture) and other moneys, as described in the Indenture. 5. The interest on the Bonds is excluded from gross income for federal income tax purposes and is not an item of tax preference for purposes of the federal alternative minimum tax. It should be noted however Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 156 Packet Pg. 421 of 474 4931-0398-6599v16/202059-0002 D-2 that interest on the Bonds may be subject to the corporate alternative minimum tax. The opinions set forth in the preceding sentences are subject to the condition that the City comply with all requirements of the Internal Revenue Code of 1986, as amended, that must be satisfied subsequent to the issuance of the Bonds in order that the interest thereon be, and continue to be, excludable from gross income for federal income tax purposes. The City has made certain representations and covenants in order to comply with each such requirement. Inaccuracy of those representations, or failure to comply with those covenants, may cause the inclusion of such interest in gross income for federal income tax purposes which may be retroactive to the date of issuance of the Bonds. 6. The interest on the Bonds is exempt from personal income taxation imposed by the State of California. We express no opinion regarding any other tax consequences arising with respect to the ownership, sale or disposition of, or the amount, accrual or receipt of interest on, the Bonds. The rights of the owners of the Bonds and the enforceability of the Bonds and the Indenture are limited by bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting creditors' rights generally, and by equitable principles, whether considered at law or in equity. This opinion is given as of the date hereof, and we assume no obligation to revise or supplement this opinion to reflect any facts or circumstances that may hereafter come to our attention, or any changes in law that may hereafter occur. Moreover, our opinions are not a guarantee of a particular result, and are not binding on the Internal Revenue Service or the courts; rather, our opinions represent our legal judgment based upon our review of existing law that we deem relevant to such opinions, and any assumptions expressed herein, and in reliance upon the representations, covenants and opinions referenced above. Our engagement with respect to this matter has terminated as of the date hereof. Respectfully submitted, Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 157 Packet Pg. 422 of 474 4931-0398-6599v16/202059-0002 E-1 APPENDIX E DTC AND THE BOOK-ENTRY-ONLY SYSTEM The description that follows of the procedures and record keeping with respect to beneficial ownership interests in the 2026 Bonds, payments of principal, premium, if any, and interest on the 2026 Bonds to DTC, its nominee, Participants, or Beneficial Owners, confirmation and transfer of beneficial ownership interests in the 2026 Bonds and other bond-related transactions by and between DTC, Participants and Beneficial Owners is based solely on information furnished by DTC. The City cannot and does not give any assurances that DTC, DTC Participants or Indirect Participants will distribute to the Beneficial Owners either (a) payments of interest, principal or premium, if any, with respect to the 2026 Bonds, or (b) certificates representing ownership interest in or other confirmation of ownership interest in the 2026 Bonds, or that they will so do on a timely basis or that DTC, DTC Participants or DTC Indirect Participants will act in the manner described in this Official Statement. The current “Rules” applicable to DTC are on file with the Securities and Exchange Commission and the current “Procedures” of DTC to be followed in dealing with DTC Participants are on file with DTC. The Depository Trust Company (“DTC”) will act as securities depository for the 2026 Bonds. The 2026 Bonds will be issued as fully-registered securities registered in the name of Cede & Co. (DTC’s partnership nominee) or such other name as may be requested by an authorized representative of DTC. One fully-registered 2026 Bond certificate will be issued for each maturity of each Series of the 2026 Bonds, each in the aggregate principal amount of such Series and maturity and will be deposited with DTC. DTC, the world’s largest securities depository, is a limited purpose trust company organized under the New York Banking Law, a “banking organization” within the meaning of the New York Banking Law, a member of the Federal Reserve System, a “clearing corporation” within the meaning of the New York Uniform Commercial Code, and a “clearing agency” registered pursuant to the provisions of Section 17A of the Securities Exchange Act of 1934. DTC holds and provides asset servicing for over 3.5 million issues of U.S. and non U.S. equity issues, corporate and municipal debt issues, and money market instruments (from over 100 countries) that DTC’s participants (“Direct Participants”) deposit with DTC. DTC also facilitates the post-trade settlement among Direct Participants of sales and other securities transactions in deposited securities through electronic computerized book-entry transfers and pledges between Direct Participants’ accounts. This eliminates the need for physical movement of securities certificates. Direct Participants include both U.S. and non U.S. securities brokers and dealers, banks, trust companies, clearing corporations, and certain other organizations. DTC is a wholly owned subsidiary of the Depository Trust & Clearing Corporation (“DTCC”). DTCC is the holding company for DTC, National Securities Clearing Corporation and Fixed Income Clearing Corporation, all of which are registered clearing agencies. DTCC is owned by the users of its regulated subsidiaries. Access to the DTC system is also available to others such as both U.S. and non U.S. securities brokers and dealers, banks, trust companies, and clearing corporations that clear through or maintain a custodial relationship with a Direct Participant, either directly or indirectly (“Indirect Participants”). DTC has a Standard & Poor’s rating of AA+. The DTC Rules applicable to its Participants are on file with the Securities and Exchange Commission. More information about DTC can be found at www.dtcc.com. The information on such website is not incorporated into this Official Statement. Purchases of the 2026 Bonds under the DTC system must be made by or through Direct Participants, which will receive a credit for such 2026 Bonds on DTC’s records. The ownership interest of each actual purchaser of each 2026 Bond (the “Beneficial Owner”) is in turn to be recorded on the Direct and Indirect Participants’ records. Beneficial Owners will not receive written confirmation from DTC of their purchase. Beneficial Owners are, however, expected to receive written confirmations providing details of the transaction, as well as periodic statements of their holdings, from the Direct or Indirect Participant through which the Beneficial Owner entered into the transaction. Transfers of ownership interests in the 2026 Bonds are to be accomplished by entries made on the books of Direct and Indirect Participants acting on behalf of Beneficial Owners. Beneficial Owners will not receive certificates representing their ownership interests in the 2026 Bonds, except in the event that use of the book-entry system for the 2026 Bonds is discontinued. Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 158 Packet Pg. 423 of 474 4931-0398-6599v16/202059-0002 E-2 To facilitate subsequent transfers, all 2026 Bonds deposited by Direct Participants with DTC are registered in the name of DTC’s partnership nominee, Cede & Co., or such other name as may be requested by an authorized representative of DTC. The deposit of the 2026 Bonds with DTC and their registration in the name of Cede & Co. or such other DTC nominee do not affect any change in beneficial ownership. DTC has no knowledge of the actual Beneficial Owners of the 2026 Bonds; DTC’s records reflect only the identity of the Direct Participants to whose accounts such 2026 Bonds are credited, which may or may not be the Beneficial Owners. The Direct and Indirect Participants will remain responsible for keeping account of their holdings on behalf of their customers. Conveyance of notices and other communications by DTC to Direct Participants, by Direct Participants to Indirect Participants, and by Direct Participants and Indirect Participants to Beneficial Owners will be governed by arrangements among them, subject to any statutory or regulatory requirements as may be in effect from time to time. So long as a book-entry system is used for determining beneficial ownership of the 2026 Bonds, the Trustee is to send redemption notice to DTC or to Cede & Co., as partnership nominee for DTC. Any failure of DTC to advise any Participant, or of any Direct Participant or Indirect Participant to notify the actual purchaser of each 2026 Bond, or any such notice of its content or effect does not affect the validity of the redemption of the 2026 Bonds called for redemption or any other action premised on that notice. In the event of a call for optional redemption, the City’s notification to DTC initiates DTC’s standard call; and if a partial call, DTC’s practice is to determine by lot the amount of the interest of each Participant in the 2026 Bonds to be redeemed, and each such Participant then selects by lot the ownership interest in such 2026 Bonds to be redeemed. When DTC and its Participants allocate the call, the Beneficial Owners of the book-entry interests called are to be notified by the broker or other organization responsible for maintaining the records of those interests and subsequently credited by that organization with the proceeds once the 2026 Bonds are redeemed. THE TRUSTEE, AS LONG AS A BOOK-ENTRY ONLY SYSTEM IS USED FOR THE 2026 BONDS, WILL SEND ANY NOTICE OF REDEMPTION OR OTHER NOTICES ONLY TO DTC. ANY FAILURE OF DTC TO ADVISE ANY PARTICIPANT, OR OF ANY PARTICIPANT TO NOTIFY ANY BENEFICIAL OWNER OF ANY NOTICE AND OF ITS CONTENT OR EFFECT WILL NOT AFFECT THE VALIDITY OR SUFFICIENCY OF THE PROCEEDINGS RELATING TO THE REDEMPTION OF THE 2026 BONDS CALLED FOR REDEMPTION OR OF ANY OTHER ACTION PREMISED ON SUCH NOTICE. Neither DTC nor Cede & Co. (nor any other DTC nominee) will consent or vote with respect to the 2026 Bonds unless authorized by a Direct Participant in accordance with DTC’s MMI Procedures. Under its usual procedures, DTC mails an Omnibus Proxy to the City as soon as possible after the record date. The Omnibus Proxy assigns Cede & Co.’s consenting or voting rights to those Direct Participants to whose accounts the 2026 Bonds are credited on the record date (identified in a listing attached to the Omnibus Proxy). Principal and interest payments on the 2026 Bonds will be made to Cede & Co., or such other nominee as may be requested by an authorized representative of DTC. DTC’s practice is to credit Direct Participants’ accounts upon DTC’s receipt of funds and corresponding detail information from City or Trustee, on the payable date in accordance with their respective holdings shown on DTC’s records. Payments by Participants to Beneficial Owners will be governed by standing instructions and customary practices, as is the case with securities held for the accounts of customers in bearer form or registered in “street name,” and will be the responsibility of such Participant and not of DTC, the Trustee, or the City, subject to any statutory or regulatory requirements as may be in effect from time to time. Payment of principal and interest to Cede & Co. (or such other nominee as may be requested by an authorized representative of DTC) is the responsibility of the City or the Trustee, disbursement of such payments to Direct Participants will be the responsibility of DTC, and disbursement of such payments to the Beneficial Owners will be the responsibility of Direct and Indirect Participants. Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 159 Packet Pg. 424 of 474 4931-0398-6599v16/202059-0002 E-3 DTC may discontinue providing its services as depository with respect to the 2026 Bonds at any time by giving reasonable notice to the City or the Trustee. Under such circumstances, in the event that a successor depository is not obtained, 2026 Bond certificates are required to be printed and delivered. The City may decide to discontinue use of the system of book-entry-only transfers through DTC (or a successor securities depository). In that event, 2026 Bond certificates will be printed and delivered to DTC. The information in this section concerning DTC and DTC’s book-entry system has been obtained from sources that the City believes to be reliable, but the City takes no responsibility for the accuracy thereof. NEITHER THE CITY NOR THE TRUSTEE WILL HAVE ANY RESPONSIBILITY OR OBLIGATION TO DTC PARTICIPANTS, TO INDIRECT PARTICIPANTS, OR TO ANY BENEFICIAL OWNER WITH RESPECT TO (i) THE ACCURACY OF ANY RECORDS MAINTAINED BY DTC, CEDE & CO., ANY DTC PARTICIPANT, OR ANY INDIRECT PARTICIPANT; (ii) ANY NOTICE THAT IS PERMITTED OR REQUIRED TO BE GIVEN TO THE OWNERS OF THE 2026 BONDS; (iii) THE SELECTION BY DTC OR ANY DTC PARTICIPANT OR INDIRECT PARTICIPANT OF ANY PERSON TO RECEIVE PAYMENT IN THE EVENT OF A PARTIAL REDEMPTION OF THE 2026 BONDS; (iv) THE PAYMENT BY DTC OR ANY DTC PARTICIPANT OR INDIRECT PARTICIPANT OF ANY AMOUNT WITH RESPECT TO THE PRINCIPAL OR REDEMPTION PREMIUM, IF ANY, OR INTEREST DUE WITH RESPECT TO THE 2026 BONDS; (v) ANY CONSENT GIVEN OR OTHER ACTION TAKEN BY DTC AS THE OWNER OF THE 2026 BONDS; OR (vi) ANY OTHER MATTER. Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 160 Packet Pg. 425 of 474 4931-0398-6599v16/202059-0002 F-1 APPENDIX F FORM OF CONTINUING DISCLOSURE CERTIFICATE This CONTINUING DISCLOSURE CERTIFICATE (the “Disclosure Certificate”) is executed and delivered by the CITY OF PALO ALTO, CALIFORNIA (the “City”) in connection with the issuance of its Water Revenue Refunding Bonds, 2026 Series A (the “2026 Bonds”). The 2026 Bonds will be issued pursuant to an Indenture of Trust, dated as of October 1, 2026 (the “Indenture”), by and between the City and U.S. Bank Trust Company, National Association, as trustee (the “Trustee”). In consideration of the Participating Underwriter’s purchase of the 2026 Bonds, the City agrees as follows: Section 1. Definitions. In addition to the definitions set forth in the Indenture, which apply to any capitalized term used in this Disclosure Certificate unless otherwise defined in this Section 1, the following capitalized terms shall have the following meanings when used in this Disclosure Certificate: “Annual Report” shall mean any Annual Report provided by the City pursuant to, and as described in, Sections 3 and 4 of this Disclosure Certificate. “Beneficial Owner” shall mean any person who (a) has the power, directly or indirectly, to vote or consent with respect to, or to dispose of ownership of, any Bonds (including persons holding Bonds through nominees, depositories or other intermediaries), or (b) is treated as the owner of any Bonds for federal income tax purposes. “Dissemination Agent” shall mean the City or any successor Dissemination Agent designated in writing by the City and which has filed with the City a written acceptance of such designation. In the absence of such a designation, the City shall act as the Dissemination Agent. “EMMA” or “Electronic Municipal Market Access” shall mean the centralized on-line repository for documents to be filed with the MSRB, such as official statements and disclosure information relating to municipal bonds, notes and other securities as issued by state and local governments. “Financial Obligation” shall mean a (i) debt obligation; (ii) derivative instrument entered into in connection with, or pledged as security or a source of payment for, an existing or planned debt obligation; or (iii) guarantee of (i) or (ii). The term Financial Obligation shall not include municipal securities as to which a final official statement has been provided to the MSRB consistent with the Rule. “Listed Events” shall mean any of the events listed in Section 5(a) or 5(b) of this Disclosure Certificate. “MSRB” shall mean the Municipal Securities Rulemaking Board, which has been designated by the Securities and Exchange Commission as the sole repository of disclosure information for purposes of the Rule, or any other repository of disclosure information which may be designated by the Securities and Exchange Commission as such for purposes of the Rule in the future. “Participating Underwriter” shall mean any original underwriter of the 2026 Bonds required to comply with the Rule in connection with offering of the 2026 Bonds. “Rule” shall mean Rule 15c2-12 adopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934, as the same may be amended from time to time. Section 2. Purpose of the Disclosure Certificate. This Disclosure Certificate is being executed and delivered by the City for the benefit of the owners and Beneficial Owners of the 2026 Bonds and in order to Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 161 Packet Pg. 426 of 474 4931-0398-6599v16/202059-0002 F-2 assist the Participating Underwriter in complying with Securities and Exchange Commission Rule 15c2- 12(b)(5). Section 3. Provision of Annual Reports. (a) Delivery of Annual Report. The City shall, or shall cause the Dissemination Agent to, not later than nine months after the end of the City’s fiscal year (which currently ends on June 30), commencing with the report for the 2025-26 Fiscal Year, which is due not later than March 31, 2027, file with EMMA, in a readable PDF or other electronic format as prescribed by the MSRB, an Annual Report that is consistent with the requirements of Section 4 of this Disclosure Certificate. The Annual Report may be submitted as a single document or as separate documents comprising a package and may cross-reference other information as provided in Section 4 of this Disclosure Certificate; provided that the audited financial statements of the City may be submitted separately from the balance of the Annual Report and later than the date required above for the filing of the Annual Report if they are not available by that date. (b) Change of Fiscal Year. If the City’s fiscal year changes, it shall give notice of such change in the same manner as for a Listed Event under Section 5(c), and subsequent Annual Report filings shall be made no later than nine months after the end of such new fiscal year end. (c) Delivery of Annual Report to Dissemination Agent. Not later than fifteen (15) Business Days prior to the date specified in subsection (a) (or, if applicable, subsection (b)) of this Section 3 for providing the Annual Report to EMMA, the City shall provide the Annual Report to the Dissemination Agent (if other than the City). If by such date, the Dissemination Agent has not received a copy of the Annual Report, the Dissemination Agent shall notify the City. (d) Report of Non-Compliance. If the City is the Dissemination Agent and is unable to file an Annual Report by the date required in subsection (a) (or, if applicable, subsection (b)) of this Section 3, the City shall send a notice to EMMA in a timely fashion substantially in the form attached hereto as Exhibit A. If the City is not the Dissemination Agent and is unable to provide an Annual Report to the Dissemination Agent by the date required in subsection (c) of this Section 3, the Dissemination Agent shall send a notice in a timely fashion to EMMA in substantially the form attached hereto as Exhibit A. (e) Annual Compliance Certification. The Dissemination Agent shall, if the Dissemination Agent is other than the City, file a report with the City certifying that the Annual Report has been filed with EMMA pursuant to Section 3 of this Disclosure Certificate, stating the date it was so provided and filed. Section 4. Content of Annual Reports. (a) The Annual Report for each fiscal year shall contain or incorporate by reference the following information, for the most recently completed fiscal year: (1) Financial Statements. Audited financial statements of the City’s Water System (which may be part of the audited financial statements of the City, or the City’s Utilities Department) for the preceding fiscal year, prepared in accordance with generally accepted accounting principles. If the audited financial statements are not available by the time the Annual Report is required to be filed pursuant to Section 3(a), the Annual Report shall contain unaudited financial statements in a format similar to the financial statements contained in the final Official Statement for the 2026 Bonds (the “OS”), and the audited financial statements shall be filed in the same manner as the Annual Report when they become available. (2) To the extent not included in the audited financial statements or the Annual Comprehensive Financial Report (ACFR) of the City, the Annual Report shall also include operating data with respect to the City for the preceding fiscal year, as follows: Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 162 Packet Pg. 427 of 474 4931-0398-6599v16/202059-0002 F-3 (i) Discussion of any changes in the rate and fee structure with respect to the Water System in the most recently completed fiscal year which could have a material effect on the Net Revenues of the Water System, as discussed in the OS under the caption “THE WATER SYSTEM—Water Rates, Fees and Charges;” (ii) Description of any Parity Bonds or subordinate debt issued during the most recently completed fiscal year; (iii) Total actual Gross Revenues and Net Revenues generated by the Water System in the most recently completed fiscal year, the total debt service on the Bonds for such fiscal year, and the respective debt service coverage ratio, substantially in the form of Table 12 to the OS; and (iv) Updated information on the collective total billings of the top ten customers of the Water System in the most recently completed fiscal year, and the percentage of the total Water System billings represented thereby, as discussed in the OS under the caption “THE WATER SYSTEM—Water Demand and Customer Base—Largest Water Customers.” (b) Cross References. Any or all of the items listed above may be included by specific reference to other documents, including official statements of debt issues of the City or related public entities, which are available to the public on EMMA. The City shall clearly identify each such other document so included by reference. If the document included by reference is a final official statement, it must be available from EMMA. (c) Further Information. In addition to any of the information expressly required to be provided under paragraph (b) of this Section 4, the City shall provide such further information, if any, as may be necessary to make the specifically required statements, in the light of the circumstances under which they are made, not misleading. Section 5. Reporting of Listed Events. (a) Reportable Events. The City shall, or shall cause the Dissemination Agent (if not the City) to, give notice of the occurrence of any of the following events with respect to the 2026 Bonds: (1) Principal and interest payment delinquencies. (2) Unscheduled draws on debt service reserves reflecting financial difficulties. (3) Unscheduled draws on credit enhancements reflecting financial difficulties. (4) Substitution of credit or liquidity providers, or their failure to perform. (5) Defeasances. (6) Rating changes. (7) Tender offers. (8) Bankruptcy, insolvency, receivership or similar event of the obligated person. (9) Adverse tax opinions, the issuance by the Internal Revenue Service of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701-TEB) or Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 163 Packet Pg. 428 of 474 4931-0398-6599v16/202059-0002 F-4 other material notices or determinations with respect to the tax status of the security, or other material events affecting the tax status of the security. (10) Default, event of acceleration, termination event, modification of terms, or other similar events under the terms of a Financial Obligation, any of which reflect financial difficulties. Note: For the purposes of the event identified in subparagraph (8), the event is considered to occur when any of the following occur: the appointment of a receiver, trustee or similar officer for an obligated person in a proceeding under the U.S. Bankruptcy Code or in any other proceeding under state or federal law in which a court or governmental authority has assumed jurisdiction over substantially all of the assets or business of the obligated person, or if such jurisdiction has been assumed by leaving the existing governmental body and officials or officers in possession but subject to the supervision and orders of a court or governmental authority, or the entry of an order confirming a plan of reorganization, arrangement or liquidation by a court or governmental authority having supervision or jurisdiction over substantially all of the assets or business of the obligated person. (a) Material Reportable Events. The City shall give, or cause to be given, notice of the occurrence of any of the following events with respect to the 2026 Bonds, if material: (1) Non-payment related defaults. (2) Modifications to rights of security holders. (3) Bond calls. (4) The release, substitution, or sale of property securing repayment of the securities. (5) The consummation of a merger, consolidation, or acquisition involving an obligated person or the sale of all or substantially all of the assets of the obligated person, other than in the ordinary course of business, the entry into a definitive agreement to undertake such an action or the termination of a definitive agreement relating to any such actions, other than pursuant to its terms. (6) Appointment of a successor or additional trustee, or the change of name of a trustee. (7) Incurrence of a Financial Obligation, or agreement to covenants, events of default, remedies, priority rights, or other similar terms of a Financial Obligation of the Obligated Person, any of which affect holders of the 2026 Bonds. (a) Time to Disclose. The City shall, or shall cause the Dissemination Agent (if not the City) to, file a notice of such occurrence with EMMA, in an electronic format as prescribed by the MSRB, in a timely manner not in excess of 10 business days after the occurrence of any Listed Event. Notwithstanding the foregoing, notice of Listed Events described in subsections (a)(5) and (b)(3) above need not be given under this subsection any earlier than the notice (if any) of the underlying event is given to owners of affected Bonds under the Indenture. Section 6. Identifying Information for Filings with EMMA. All documents provided to EMMA under this Disclosure Certificate shall be accompanied by identifying information as prescribed by the MSRB. Section 7. Termination of Reporting Obligation. The City’s obligations under this Disclosure Certificate shall terminate upon the defeasance, prior redemption or payment in full of all of the 2026 Bonds. Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 164 Packet Pg. 429 of 474 4931-0398-6599v16/202059-0002 F-5 Section 8. Dissemination Agent. (a) Appointment of Dissemination Agent. The City may, from time to time, appoint or engage a Dissemination Agent to assist it in carrying out its obligations under this Disclosure Certificate and may discharge any such agent, with or without appointing a successor Dissemination Agent. If the Dissemination Agent is not the City, the Dissemination Agent shall not be responsible in any manner for the content of any notice or report prepared by the City pursuant to this Disclosure Certificate. It is understood and agreed that any information that the Dissemination Agent may be instructed to file with EMMA shall be prepared and provided to it by the City. The Dissemination Agent has undertaken no responsibility with respect to the content of any reports, notices or disclosures provided to it under this Disclosure Certificate and has no liability to any person, including any Bond owner, with respect to any such reports, notices or disclosures. The fact that the Dissemination Agent or any affiliate thereof may have any fiduciary or banking relationship with the City shall not be construed to mean that the Dissemination Agent has actual knowledge of any event or condition, except as may be provided by written notice from the City. (b) Compensation of Dissemination Agent. The Dissemination Agent shall be paid compensation by the City for its services provided hereunder in accordance with its schedule of fees as agreed to between the Dissemination Agent and the City from time to time and all expenses, legal fees and expenses and advances made or incurred by the Dissemination Agent in the performance of its duties hereunder. The Dissemination Agent shall not be deemed to be acting in any fiduciary capacity for the City, owners or Beneficial Owners, or any other party. The Dissemination Agent may rely, and shall be protected in acting or refraining from acting, upon any direction from the City or an opinion of nationally recognized bond counsel. The Dissemination Agent may at any time resign by giving written notice of such resignation to the City. The Dissemination Agent shall not be liable hereunder except for its negligence or willful misconduct. (c) Responsibilities of Dissemination Agent. In addition of the filing obligations of the Dissemination Agent set forth in Sections 3(e) and 5, the Dissemination Agent shall be obligated, and hereby agrees, to provide a request to the City to compile the information required for its Annual Report at least 30 days prior to the date such information is to be provided to the Dissemination Agent pursuant to subsection (c) of Section 3. The failure to provide or receive any such request shall not affect the obligations of the City under Section 3. Section 9. Amendment; Waiver. Notwithstanding any other provision of this Disclosure Certificate, the City may amend this Disclosure Certificate (and the Dissemination Agent shall agree to any amendment so requested by the City that does not impose any greater duties or risk of liability on the Dissemination Agent), and any provision of this Disclosure Certificate may be waived, provided that all of the following conditions are satisfied: (a) Change in Circumstances. If the amendment or waiver relates to the provisions of Sections 3(a), 4 or 5(a) or (b), it may only be made in connection with a change in circumstances that arises from a change in legal requirements, change in law, or change in the identity, nature, or status of an obligated person with respect to the 2026 Bonds, or the type of business conducted. (b) Compliance as of Issue Date. The undertaking, as amended or taking into account such waiver, would, in the opinion of a nationally recognized bond counsel, have complied with the requirements of the Rule at the time of the original issuance of the 2026 Bonds, after taking into account any amendments or interpretations of the Rule, as well as any change in circumstances. (c) Consent of Bondowners; Non-impairment Opinion. The amendment or waiver either (i) is approved by the Bond owners in the same manner as provided in the Indenture for amendments to the Indenture with the consent of Bond owners, or (ii) does not, in the opinion of nationally recognized bond counsel, materially impair the interests of the Bond owners or Beneficial Owners. Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 165 Packet Pg. 430 of 474 4931-0398-6599v16/202059-0002 F-6 If this Disclosure Certificate is amended or any provision of this Disclosure Certificate is waived, the City shall describe such amendment or waiver in the next following Annual Report and shall include, as applicable, a narrative explanation of the reason for the amendment or waiver and its impact on the type (or in the case of a change of accounting principles, on the presentation) of financial information or operating data being presented by the City. In addition, if the amendment relates to the accounting principles to be followed in preparing financial statements, (i) notice of such change shall be given in the same manner as for a Listed Event under Section 5(c), and (ii) the Annual Report for the year in which the change is made should present a comparison (in narrative form and also, if feasible, in quantitative form) between the financial statements as prepared on the basis of the new accounting principles and those prepared on the basis of the former accounting principles. Section 10. Additional Information. Nothing in this Disclosure Certificate shall be deemed to prevent the City from disseminating any other information, using the means of dissemination set forth in this Disclosure Certificate or any other means of communication, or including any other information in any Annual Report or notice of occurrence of a Listed Event, in addition to that which is required by this Disclosure Certificate. If the City chooses to include any information in any Annual Report or notice of occurrence of a Listed Event in addition to that which is specifically required by this Disclosure Certificate, the City shall have no obligation under this Disclosure Certificate to update such information or include it in any future Annual Report or notice of occurrence of a Listed Event. Section 11. Default. In the event of a failure of the City to comply with any provision of this Disclosure Certificate, the Insurer or any Certificate owner or Beneficial Owner may take such actions as may be necessary and appropriate, including seeking mandate or specific performance by court order, to cause the City to comply with its obligations under this Disclosure Certificate. The sole remedy under this Disclosure Certificate in the event of any failure of the City to comply with this Disclosure Certificate shall be an action to compel performance. Section 12. Duties, Immunities and Liabilities of Dissemination Agent. The Dissemination Agent shall have only such duties as are specifically set forth in this Disclosure Certificate, and no implied covenants or obligations shall be read into this Disclosure Certificate against the Dissemination Agent, and the City agrees to indemnify and save the Dissemination Agent, its officers, directors, employees and agents, harmless against any loss, expense and liabilities which it may incur arising out of or in the exercise or performance of its powers and duties hereunder, including the costs and expenses (including attorneys’ fees and expenses) of defending against any claim of liability, but excluding liabilities due to the Dissemination Agent’s negligence or willful misconduct. The Dissemination Agent shall have the same rights, privileges and immunities hereunder as are afforded to the Trustee under the Indenture. The obligations of the City under this Section 12 shall survive resignation or removal of the Dissemination Agent and payment of the 2026 Bonds. Section 13. Beneficiaries. This Disclosure Certificate shall inure solely to the benefit of the City, the Dissemination Agent, the Insurer, the Participating Underwriter and the Owners and Beneficial Owners from time to time of the 2026 Bonds, and shall create no rights in any other person or entity. Date: _______, 2026 CITY OF PALO ALTO, CALIFORNIA By: Authorized Officer Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 166 Packet Pg. 431 of 474 4931-0398-6599v16/202059-0002 F-7 EXHIBIT A NOTICE TO MSRB OF FAILURE TO FILE ANNUAL REPORT Name of Obligor: City of Palo Alto, California Name of Issue: Water Revenue Refunding Bonds, 2026 Series A Date of Issuance: _______, 2026 NOTICE IS HEREBY GIVEN that the Obligor has not provided an Annual Report with respect to the above- named Issue as required by the Continuing Disclosure Certificate, dated _______, 2026, furnished by the Obligor in connection with the Issue. The Obligor anticipates that the Annual Report will be filed by _________________. Date: ________________ CITY OF PALO ALTO, CALIFORNIA, Dissemination Agent By: Authorized Officer Item 8 Attachment D - Preliminary Official Statement (POS) Item 8: Staff Report Pg. 167 Packet Pg. 432 of 474 IRREVOCABLE REFUNDING INSTRUCTIONS Relating to $35,015,000 City of Palo Alto Water Revenue Bonds, 2009 Series A These IRREVOCABLE REFUNDING INSTRUCTIONS (these “Instructions”), dated October 6, 2026, are given by the CITY OF PALO ALTO, a charter city and municipal corporation organized and existing under the Constitution and the laws of the State of California (the “City”), to U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America, acting as trustee (the “2009 Bonds Trustee”) for the captioned bonds (the “2009 Bonds”); WlTNES SETH: WHEREAS, the City operates facilities for the collection, transmission, transportation, treatment and distribution of water (the “Water System”); and WHEREAS, the City previously issued the 2009 Bonds pursuant to an Indenture of Trust, dated as of October 1, 2009 (the “2009 Indenture”), by and between the City and the 2009 Bonds Trustee for the purpose of financing certain improvements to the Water System; and WHEREAS, the 2009 Bonds are subject to prior redemption on any date without a redemption premium pursuant to Section 2.02(a)(i) of the 2009 Indenture; and WHEREAS, the City, after due investigation and deliberation, has determined that it is in the interests of the City at this time to issue its City of Palo Alto Water Revenue Refunding Bonds, 2026 Series A (the “2026 Refunding Bonds”) pursuant to an Indenture of Trust, dated as of October 1, 2026 (the “2026 Refunding Indenture”), by and between the City and U.S. Bank Trust Company, National Association, as trustee (the “2026 Refunding Trustee”), for the purpose of refunding the 2009 Bonds; and WHEREAS, the City desires to give these Instructions to the 2009 Bonds Trustee for the purpose of providing the terms and conditions relating to the deposit and application of moneys to provide for the payment and redemption of all of the 2009 Bonds pursuant to Section 2.03(a)(i) of the 2009 Indenture; and WHEREAS, together, these Instructions and the 2009 Indenture constitute an escrow deposit agreement for purposes of Section 9.03 of the 2009 Indenture. NOW, THEREFORE, the City hereby irrevocably instructs the 2009 Bonds Trustee as follows: Section 1. 2009 Bonds Debt Service Fund; Redemption Account. Pursuant to Section 4.03 of the 2009 Indenture, the City established an account held by the 2009 Bonds Trustee known as the “Debt Service Fund” (the “2009 Bonds Debt Service Fund”), and within Item 8 Attachment E - Irrevocable Refunding Instructions Item 8: Staff Report Pg. 168 Packet Pg. 433 of 474 -2- the 2009 Bonds Debt Service Fund a Reserve Account and Redemption Account. All cash and securities deposited in or transferred to the 2009 Bonds Debt Service Fund and the Redemption Account and the Reserve Account therein pursuant to these Instructions are hereby irrevocably pledged as a special trust fund for the redemption of all of the 2009 Bonds on October 23, 2026 (the “Redemption Date”), in accordance with the 2009 Indenture. The 2009 Bonds Trustee shall have no lien upon or right of set off against the securities and cash at any time on deposit in the 2009 Bonds Debt Service Fund or the accounts therein, and such amounts shall be applied only as provided herein. Section 2. Deposit and Transfer into 2009 Bonds Service Fund and Redemption Account therein; Investment of Amounts. Concurrently with delivery of the 2026 Refunding Bonds, the City shall cause to be transferred to the 2009 Bonds Trustee the amount of $_______ in immediately available funds to be derived from a portion of the proceeds of sale of the 2026 Refunding Bonds, which amount the 2009 Bonds Trustee shall then deposit in the 2009 Bonds Debt Service Fund for the 2009 Bonds in the amount of $_______ (to pay accrued interest on the 2009 Bonds on the Redemption Date) and the Redemption Account for the 2009 Bonds in the amount of $_______ (to pay principal of the 2009 Bonds on the Redemption Date). Concurrently, the 2009 Bonds Trustee will transfer $______ from the Reserve Account for the 2009 Bonds and $_______ from the other funds and accounts held by the 2009 Bonds Trustee under the 2009 Indenture (for a total transfer by the 2009 Bonds Trustee of $________) to the Redemption Account for the 2009 Bonds. The 2009 Bonds Trustee shall hold all amounts deposited in the 2009 Bonds Debt Service Fund and Redemption Account for the 2009 Bonds in cash, uninvested, pursuant to these Instructions. The City confirms that by making the deposits described herein, it is discharging all of the 2009 Bonds pursuant to Section 9.03(b) of the 2009 Indenture. Section 3. Proceedings for Redemption of 2009 Bonds. The City hereby irrevocably elects, and directs the 2009 Bonds Trustee, to redeem, on the Redemption Date, all of the 2009 Bonds pursuant to the provisions of Section 2.03(a)(i) of the 2009 Indenture. The City previously instructed the 2009 Bonds Trustee to mail a notice of redemption to the owners of the 2009 Bonds in substantially in the form attached hereto as Exhibit A. The 2009 Bonds Trustee is hereby instructed to file on the date hereof the notice substantially in the form attached hereto as Exhibit B on the Municipal Securities Rulemaking Board’s EMMA System. Section 4. Application of Funds to Redeem the 2009 Bonds. The 2009 Bonds Trustee shall apply the amounts on deposit in the 2009 Bonds Debt Service Fund and the Redemption Account to redeem all of the 2009 Bonds on the Redemption Date, at a price equal to 100% of the principal amount thereof, plus accrued interest. Section 5. Transfer of Remaining Funds. On the Redemption Date, following the payment and redemption of the 2009 Bonds, the 2009 Bonds Trustee shall withdraw any amounts remaining on deposit in the 2009 Bonds Debt Service Fund and the Redemption Account for the 2009 Bonds and transfer such amounts to the 2026 Refunding Bonds Trustee for deposit into the Debt Service Fund established under the Indenture for the 2026 Refunding Bonds to be used solely for the purpose of paying interest on the 2026 Refunding Bonds. Section 6. Amendment. These Instructions shall be irrevocable by the City. These Instructions may be amended or supplemented by the City, but only if the City shall file with the 2009 Bonds Trustee (a) an opinion of nationally recognized bond counsel engaged by the City Item 8 Attachment E - Irrevocable Refunding Instructions Item 8: Staff Report Pg. 169 Packet Pg. 434 of 474 -3- stating that such amendment or supplement will not, of itself, adversely affect the exclusion from gross income of interest represented by the 2009 Bonds or the 2026 Refunding Bonds under federal income tax law, and (b) a certification of an independent accountant or independent financial adviser engaged by the City stating that such amendment or supplement will not affect the sufficiency of funds invested and held hereunder to make the payments required by Section 4. Item 8 Attachment E - Irrevocable Refunding Instructions Item 8: Staff Report Pg. 170 Packet Pg. 435 of 474 [Signature page to Irrevocable Refunding Instructions ] Section 7. Governing Law. These Instructions shall be construed in accordance with and governed by the laws of the State of California. CITY OF PALO ALTO By: Director of Administrative Services ACCEPTED: U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as 2009 Bonds Trustee By: Authorized Representative ACCEPTED with respect to Section 5: U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION as 2026 Refunding Bonds Trustee By: Authorized Representative Item 8 Attachment E - Irrevocable Refunding Instructions Item 8: Staff Report Pg. 171 Packet Pg. 436 of 474 Exhibit A EXHIBIT A FORM OF CONDITIONAL NOTICE OF FULL OPTIONAL REDEMPTION Conditional Notice of Redemption City of Palo Alto Water Revenue Bonds, 2009 Series A Date of Issuance: October 28, 2009 Maturity Date (September 1) Original Principal Amount Interest Rate *CUSIP No. for Redeemed Bonds 2027 $10,665,000 4.700% 697388 AK2 2030 5,170,000 5.650 697388 AL0 2035 10,815,000 5.950 697388 AM8 NOTICE IS HEREBY GIVEN that all of the above described bonds (the “Bonds“) have been called for optional redemption on October 23, 2026 (the “Redemption Date”) pursuant to that certain Indenture of Trust, dated as of October 1, 2009 (“Indenture”), by and between the City of Palo Alto (the “City”) and U.S. Bank Trust Company, National Association, as successor trustee (the Trustee”), at a redemption price equal to the principal amount thereof, plus accrued interest to the redemption date, without premium (the “Redemption Price”). On the Redemption Date, there will become due and payable on each of the Bonds the Redemption Price. Interest will not accrue on the Bonds after the Redemption Date. The City will pay the Redemption Price with, among other things, proceeds of its City of Palo Alto Water Revenue Refunding Bonds, 2026 Series A (the “2026 Refunding Bonds”), which the City expects to issue on or about October 6, 2026. The redemption of the Bonds is conditional upon the receipt by the Trustee on or prior to the Redemption Date of moneys that are sufficient to pay the Redemption Price on the Bonds and, if such moneys have not been so received, this notice shall be of no force and effect and the Trustee shall not be required to redeem such Bonds. In such event, the City has the right to rescind this notice. Payment of the Redemption Price on the Bonds called for redemption will be paid upon presentation of the Bonds on and after the Redemption Date, at the following address of the Trustee. Delivery Instructions: U.S. Bank Global Corporate Trust 111 Fillmore Ave E St. Paul, MN 55107 Item 8 Attachment E - Irrevocable Refunding Instructions Item 8: Staff Report Pg. 172 Packet Pg. 437 of 474 Exhibit A The owners of the Bonds presenting their bonds in person for same day payment must surrender their bond(s) by 1:00 P.M. CST on the Redemption Date and a check will be available for pick up after 2:00 P.M. CST. Checks not picked up by 4:30 P.M. CST will be mailed out to the bondholder via first class mail. If payment of the Redemption Price is to be made to the registered owner of the Bond, the owner of the Bond is not required to endorse the Bond to collect the Redemption Price. For a list of redemption requirements please visit the Trustee’s website at www.usbank.com/corporatetrust and click on the “Bondholder Information” link for Redemption instructions. You may also contact the Trustee’s Bondholder Communications team at 1-800- 934-6802 Monday through Friday from 8 A.M. to 6 P.M. CST. IMPORTANT TAX NOTICE Under various provisions of tax related acts passed by Congress, the Trustee may be obligated to withhold a certain percentage of the interest from the payment to owners who have failed to furnish the Trustee with a valid taxpayer identification number. Owners of Bonds who wish to avoid this withholding should submit the taxpayer identification number (for individuals the Social Security Number) or an exemption certificate when presenting their Bonds for payment. **The City and the Trustee shall not be responsible for the selection or use of the CUSIP numbers selected, nor is any representation made as to their correctness indicated in the notice or as printed on any Bond. They are included solely for the convenience of the holders. Dated: _____, 2026 U.S. Bank Trust Company, National Association, as Trustee Item 8 Attachment E - Irrevocable Refunding Instructions Item 8: Staff Report Pg. 173 Packet Pg. 438 of 474 Exhibit B EXHIBIT B FORM OF NOTICE OF DEFEASANCE City of Palo Alto Water Revenue Bonds, 2009 Series A Date of Issuance: October 28, 2009 Maturity Date (September 1) Original Principal Amount Interest Rate *CUSIP No. for Redeemed Bonds 2027 $10,665,000 4.700% 697388 AK2 2030 5,170,000 5.650 697388 AL0 2035 10,815,000 5.950 697388 AM8 NOTICE IS HEREBY GIVEN, by the City of Palo Alto (the “City”) with respect to the above-captioned bonds (the “Bonds”), that the Bonds have been defeased and discharged under and within the meaning of that certain Indenture of Trust, dated as of October 1, 2009 (“Indenture”), by and between the City and U.S. Bank Trust Company, National Association, as successor trustee (the “Trustee”). Funds for the payment of the Bonds have been deposited with the Trustee and are being held uninvested. As a consequence of the foregoing actions and in accordance with the Indenture, the Bonds are no longer secured by a pledge of net revenues under the Indenture, and the Bonds are now payable solely from the moneys set aside in escrow as described above and, if necessary, from other legally available funds of the City. The City has irrevocably elected to redeem all of the outstanding Bonds on October 23, 2026, at a redemption price equal to the principal amount thereof, plus accrued interest to the redemption date, without premium. *The City and the Trustee shall not be responsible for the selection or use of the CUSIP numbers selected, nor is any representation made as to their correctness indicated in the notice or as printed on any Bond. They are included solely for the convenience of the holders. Dated: _____, 2026 U.S. Bank Trust Company, National Association as Trustee Item 8 Attachment E - Irrevocable Refunding Instructions Item 8: Staff Report Pg. 174 Packet Pg. 439 of 474 City Council Staff Report From: City Manager Report Type: INFORMATION REPORTS Lead Department: Administrative Services Meeting Date: September 14, 2026 Report #:2512-5708 TITLE Fiscal Year 2026 Significant Gifts and Donations to the City of Palo Alto RECOMMENDATION This is an informational report; no Council action is required. DISCUSSION The City of Palo Alto’s Policy and Procedures 1-18, Gift and Donations to the City of Palo Alto1 requires annual reports to the City Council regarding significant gifts that have been accepted on behalf of the City. In compliance with this policy, attachment A lists significant gifts (over $5,000) that the City received during Fiscal Year 2025. All gifts had a designated purpose as stated under the “Use of Gift” Column in attachment A. Staff monitors designated restrictions to comply with the Donor’s request. In addition, the Fair Political Practices Commission‘s (FPPC) regulations contain guidelines for when for gifts benefiting specific employees should be disclosed as gifts to the City. Gifts required to be disclosed pursuant to this regulation are now also reported on FPPC Form 801, and that gift information is posted to the City Clerk’s web page2 as required by the FPPC. Annual reports of gifts will continue to be provided to the Council. Form 801 information will be available on the City Clerk’s website throughout the year as gifts are received. ATTACHMENTS Attachment A: Significant Gifts and Donations Received in FY 2026 Over $5,000 1 Policy and Procedures 1-18, Gift and Donations to the City: https://www.paloalto.gov/files/assets/public/v/1/city-clerk/fppc-forms/2014-updated-final-gifts-to-city-policy.pdf 2 City Clerk’s Web Page: https://www.paloalto.gov/Departments/City-Clerk/Gifts-to-the-City Item A Item A Staff Report Item A: Staff Report Pg. 1 Packet Pg. 440 of 474 APPROVED BY: Item A Item A Staff Report Item A: Staff Report Pg. 2 Packet Pg. 441 of 474 Significant Gifts and Donations Received in FY 2026 Over $5,000 DATE DONOR DEPT. 4/14/2026 Richard Shaw CSD $8,000.00 To support the City of Palo Alto Public Art Collection. Artwork 3/24/2026 Susan Peterson CSD $6,000.00 3/18/2026 Dawn Hill CSD $6,000.00 12/31/2025 Palo Alto Art Center Foundation CSD $81,000.00 9/18/2025 Ruth M. Kramer Charitable Remainder Unitrust CSD $45,562.12 Item A Attachment A - Significant Gifts and Donations Received in FY 2026 Over $5,000 Item A: Staff Report Pg. 3 Packet Pg. 442 of 474 City Council Staff Report From: City Manager Report Type: INFORMATION REPORTS Lead Department: Public Works Meeting Date: September 14, 2026 Report #:2605-6337 TITLE Information Report on Sustainability and Climate Action Plan Implementation, Calendar Year 2026 Quarters 1-2; CEQA Status - Not a Project RECOMMENDATION No City Council action is required. This is an update on Sustainability and Climate Action Plan (S/CAP) Implementation Progress in quarters one and two of calendar year 2026. It is provided to give the City Council and public an overview of S/CAP workplan items status since adopted by the City Council in June of 2023. EXECUTIVE SUMMARY The City is implementing the S/CAP to help meet its sustainability goals, including reducing greenhouse gas (GHG) emissions 80 percent below 1990 levels and achieving carbon neutrality by 2030. Since the S/CAP was adopted in June 2023, staff has provided implementation updates covering progress from Q3 2023 through Q4 2025. This update covers progress during Q1 and Q2 2026. Highlights of Q1 and Q2 2026 progress include: Climate Action 140 households signed up for phase two of the advanced home electrification program in only four months since its launch in February 2026. Concluded the commercial heat pump heating, ventilation, and air conditioning (HVAC) pilot project. By the end of the pilot, 20 customers had applied and 13 had entered the permitting process. Conducted extensive stakeholder engagement for the San Antonio Road Area Plan, including two Community Advisory Group meetings, one community workshop, and one community survey. These processes informed the land use and mobility alternatives and the core scenario that the City Council reviewed in Q2. Sustainability Installed 400 foundation piles and installed connection pipelines for the Local Advanced Water Purification System project at the Regional Water Quality Control Plant. Item B Item B Staff Report Item B: Staff Report Pg. 1 Packet Pg. 443 of 474 Completed eucalyptus tree removal in the previously designated project area in Foothills Nature Preserve at minimal cost to the City due to an innovative partnership with West Valley College Park Management students. Increased focus on the connection between waste reduction and diversion and GHG emissions reduction in solid waste outreach and education campaigns. BACKGROUND In April 2016, the City Council adopted the goal of reducing GHG emissions 80 percent below 1990 levels by 2030,1 and in October 2022 the City Council adopted the ambitious goal of achieving carbon neutrality by 2030.2 Staff, with community and City Council input, referred to the 2016 S/CAP Framework and 2018-2020 Sustainability Implementation Plan to create a comprehensive S/CAP and Three-Year S/CAP workplan. In June 2023, the City Council adopted the 2022 Sustainability and Climate Action Plan, certified the Comprehensive Plan Environmental Impact Report Addendum: Update to the Sustainability and Climate Action Plan, and accepted the 2023-2025 S/CAP Workplan.3 The S/CAP is an ambitious plan to reduce the City and community’s GHG emissions, while also guiding how Palo Alto uses land and natural resources in ways that ensure quality of life for future generations. The S/CAP aligns with several goals of the 2030 Comprehensive Plan Implementation Plan. All previous S/CAP Implementation progress reports can be found in the S/CAP Program Reports section of the Sustainability Actions and Accomplishments page of the City website.4 The City Council accepted the 2026-2027 S/CAP Workplan on March 2, 2026.5 In the most recent years, annual City Council Priorities have included a priority relating to sustainability and climate action. For 2026, the City’s sustainability and climate action focus is instead incorporated into the City Council Values. On April 13, 2026, the City Council approved adding “Climate Leadership and Environmental Stewardship. Lead with urgency on climate action and adaptation, sustainability, and environmental protection for current and future generations” to the City Council Values.6,7 1 City Council, April 18, 2016; Agenda Item #10; SR #6754, https://recordsportal.paloalto.gov/WebLink/DocView.aspx?id=79086&dbid=0&repo=PaloAlto 2 City Council, October 3, 2022; Agenda Item #9; SR #14720, https://recordsportal.paloalto.gov/WebLink/DocView.aspx?id=82036&dbid=0&repo=PaloAlto 3 City Council, June 5, 2023; Agenda Item #14; SR #2303- 1133, https://recordsportal.paloalto.gov/WebLink/DocView.aspx?id=81648&dbid=0&repo=PaloAlto 4 Sustainability and Climate Action Plan (S/CAP) Progress Reports; https://www.paloalto.gov/City- Hall/Sustainability/Emissions-Reduction-Goals-and-Progress/Sustainability-Actions-and-Accomplishments 5 City Council, March 2, 2026; Agenda Item #9; SR #2602-5985, https://recordsportal.paloalto.gov/WebLink/DocView.aspx?id=86664&dbid=0&repo=PaloAlto 6 City Council, April 13, 2026; Agenda Item #9; SR #2604-6202, https://recordsportal.paloalto.gov/WebLink/DocView.aspx?id=87351&dbid=0&repo=PaloAlto 7 City Council, March 9, 2026; Agenda Item #11; SR #2602-6021, https://recordsportal.paloalto.gov/WebLink/DocView.aspx?id=86679&dbid=0&repo=PaloAlto Item B Item B Staff Report Item B: Staff Report Pg. 2 Packet Pg. 444 of 474 ANALYSIS The City is committed to a sustainable future. The City owns, operates, and maintains a full- service utilities portfolio that provides electric, natural gas, fiber, water, refuse, and wastewater services to residents and businesses in Palo Alto. Palo Alto’s continued leadership in advancing sustainability goals has succeeded mainly because of the continued collaboration of community stakeholders, City departments, and the leadership of the City Council. The S/CAP Goals and Key Actions are divided into eight areas, four of which are climate-focused and include actions to achieve the City’s 80 x 30 and carbon neutrality by 2030 goals (Climate Action, Energy, Electric Vehicles, and Mobility) and four of which are focused on actions that create a sustainable natural environment and adapting to a warming climate (Water, Climate Adaptation and Sea Level Rise, Natural Environment, and Zero Waste). The Work Plan is similarly divided between climate-focused and sustainability-focused priorities. Climate Action Climate action S/CAP areas include Energy, Electric Vehicles (EVs), and Mobility. Energy and EVs: Single-Family CA1. Continue Advanced Home Electrification Pilot Program The City launched the second phase of the whole home electrification program. The first phase, launched in January 2025, offered new rebates and a contractor directory through the Rebate Hub, an online home electrification assessment tool, free phone consultation with an electrification expert, and financing through the state’s GoGreen program. As of May 31, 2026, the City had processed rebates for 204 heat pump HVAC projects, 78 heat pump water heaters, 33 electric panel upgrades, and 33 gas meter removal incentives. Additionally, 207 customers have completed the online home electrification assessment. The City launched phase two in February 2026 and offers an online hub to consider home upgrades with lasting community benefits. This second phase includes fixed prices for full service installations of heat pumps, induction stoves, and other home electrification measures. So far, over 140 households have signed up for these services, with 75 home assessments completed, 14 contracts signed for home electrification, and 3 project installations completed. CA2. Develop a Residential Electrification as a Service or Similar Financing Pilot for City Council Approval The S/CAP Funding Study, presented at a December 13, 2025 workshop of the City Council’s Climate Action and Sustainability Committee (CASC),15 found that more cost-efficient alternatives to up-front incentives were needed to expand programs to serve a greater share of the community, and that financing programs or “electrification as a service” programs inspired by existing “efficiency as a service” programs could serve that role. Efficiency as a service is a service where some or all of the up-front costs of an efficiency measure are funded by a service 15 Climate Action and Sustainability Committee, December 13, 2025; Agenda Item #A; SR #2507-5025, https://recordsportal.paloalto.gov/WebLink/DocView.aspx?id=84040&dbid=0&repo=PaloAlto Item B Item B Staff Report Item B: Staff Report Pg. 3 Packet Pg. 445 of 474 provider and repaid out of bill savings.17 The City is currently researching analogous financing programs at other agencies, designing the best way to integrate financing pilots with existing incentive programs, speaking with interested stakeholders, and studying how to administer these programs with the intent of launching a pilot by Q4 2026 or Q1 2027. CA3. Enhance Data Tracking for Home Electrification CA4. Launch Enhanced Multifamily EV Charging Infrastructure Program 18 staff is conducting research and vetting potential modifications to the EV charging infrastructure program. Program design concepts under consideration include options for multifamily-serving publicly accessible EV charging hubs and curbside charging deployments, considerations for charging-as-a-service (CaaS) on-bill financing pathways (see CA5 below), technical assistance to support load analysis for multifamily properties considering onsite EV charging and building electrification measures, lower-power and load-managed EV charging equipment options, multifamily property owner and tenant education and engagement activities, and income-qualified direct-to-customer incentives. With regard to curbside charging, in Q1 2026 the City was accepted into the Los Angeles Cleantech Incubator (LACI) City Climate Innovation Challenge to support development of a curbside charging pilot project. Staff intends to bring a preliminary plan for program design to CASC for feedback in the second half of 2026. CA5. Develop a Charging-as-a-Service or Similar Financing Pilot for City Council Approval 17 For a full definition of “efficiency as a service” see https://www.energy.gov/cmei/buildings/efficiency-service — note that “electrification as a service” programs would not necessarily need to include provider ownership as described on this page. “Inclusive utility investments” are another type of program an “electrification as a service” program could draw on for design features while not necessarily incorporating every feature: https://www.epa.gov/statelocalenergy/inclusive-utility-investments-tariffed-bill-programs 18 City Council, November 17, 2025; Agenda Item #3; SR #2508-5087; https://recordsportal.paloalto.gov/WebLink/DocView.aspx?id=83873&dbid=0&repo=PaloAlto Item B Item B Staff Report Item B: Staff Report Pg. 4 Packet Pg. 446 of 474 As noted in CA2, the S/CAP Funding Study found a need for cost-efficient alternatives to up- front incentives to be able to expand programs to serve more community members, such as financing or CaaS. The City is currently researching analogous financing programs at other agencies, designing the best way to integrate financing pilots with existing incentive programs, speaking with interested stakeholders, and studying how to administer these programs with the intent of launching a pilot by Q4 2026. CA6. Continue Affordable Multifamily Building Electrification Incentive Program CA7. Launch Multi-Family Electrification Technical Assistance CA8. Launch Advanced Heat Pump HVAC Program Item B Item B Staff Report Item B: Staff Report Pg. 5 Packet Pg. 447 of 474 installation and received program rebates; seven of the initial 20 applicants have dropped out of the pilot. Preliminary findings from the pilot indicate that heat pump HVAC project quotes are about 7% higher than gas HVAC project quotes; however, heat pump HVAC costs can escalate significantly for complex projects, with two heat pump HVAC projects that far exceeded the gas HVAC replacement costs. Through the pilot, the City learned about permitting challenges including missing project documentation and in some cases, additional acoustic and structural analyses to comply with the City’s Planning ordinance and safety requirements. CA9. Develop a Commercial Electrification as a Service pilot or Similar Financing Pilot for City Council Approval CA10. Launch Workplace EV Charging Pilot CA11. Launch Pilot Program for Electrification of Centralized Water Heaters and Boilers CA12. Establish One or More Partnerships with Large Commercial Facility Owners Item B Item B Staff Report Item B: Staff Report Pg. 6 Packet Pg. 448 of 474 In June 2026, the City Council approved a professional service agreement with a third-party consultant to provide electrification technical assistance to commercial customers.21 This technical assistance resource will help identify viable project opportunities and support grant recipients throughout the project lifecycle. The City aims to launch the grant program by Q4 2026 or Q1 2027. CA13. Develop S/CAP Funding and Financing Strategies for City Council Consideration 22 23 To complete that additional analysis, the City Council initiated an S/CAP Funding Study to complete that analysis in the 2023–2025 Work Plan. The City retained a consultant team to complete an S/CAP Funding Model, a study of the S/CAP goal to reduce emissions by 80% from 1990 levels by 2030, and several complementary studies (an EV Charger Needs Assessment, studies of electrification opportunities in multifamily and non-residential buildings, and a Funding Source Survey).24 These studies identified electrification opportunities to achieve a full 80% reduction in emissions and provided input data and a model to evaluate different electrification rollout scenarios and their financial implications. The studies also surfaced the need for program and financing models other than up-front incentives to reduce the cost to the City of community- wide electrification. This work gave staff the tools, data, and expertise to model actionable long-term strategies for community-wide electrification for City Council consideration. Staff received feedback on six potential strategies to model during a joint meeting of CASC and the Utilities Advisory Commission (UAC) on June 12, 2026.25 Staff intends to model these strategies 21 City Council, June 1, 2026; Agenda Item #8; SR #2605-6354, https://recordsportal.paloalto.gov/WebLink/DocView.aspx?id=887036&dbid=0&repo=PaloAlto 22 City Council, March 2, 2026; Agenda Item #9; SR #2602-5985, https://recordsportal.paloalto.gov/WebLink/DocView.aspx?id=86664&dbid=0&repo=PaloAlto 23 Palo Alto Action Impact Memo, AECOM, June 7, 2021, https://www.paloalto.gov/files/assets/public/v/2/sustaina bility/reports/aecom-palo-alto-action-impact-memo_final_rev-210607.pdf 24 City Council, January 16, 2024; Agenda Item #4; SR #2308-1939, https://recordsportal.paloalto.gov/WebLink/DocView.aspx?id=82633&dbid=0&repo=PaloAlto 25 Climate Action and Sustainability Committee and Utilities Advisory Commission Joint Special Meeting, June 12, 2026; Agenda Item #1; SR #2605-6419, https://recordsportal.paloalto.gov/WebLink/DocView.aspx?id=887114&dbid=0&repo=PaloAlto Item B Item B Staff Report Item B: Staff Report Pg. 7 Packet Pg. 449 of 474 in Q3 and Q4 2026 with the goal of taking the results back to both bodies in December 2026 or Q1 2027 for development of recommendations for City Council consideration. CA14. Develop Potential Regulatory Measures to Drive Climate Action 31 The City is evaluating which measures could have the greatest impact and is doing preliminary research work on various alternatives. Feedback from the June 12, 2026 joint UAC and CASC meeting (as discussed above in CA13) will also inform work on this item, and this work item will be coordinated with CA13, S/CAP Funding and Financing strategies, with the intent that local regulatory measures complement regional regulations and are coordinated and aligned with programs for cost-efficiency. CA15. Develop Carbon Neutrality Strategies for City Council Consideration CA16. Develop Potential Strategies for Cost-Based Pricing of Non-Electric Decarbonization and Inefficient Electrification CA17. Reduce Permitting, Interconnection, and Other Barriers to Adoption of Vehicle and Building Electrification and Flexible Energy Technologies for Reliability and Resiliency 31 Sustainability Committee, April 17, 2026; Agenda Item #1; SR #2602-5956, Item B Item B Staff Report Item B: Staff Report Pg. 8 Packet Pg. 450 of 474 report.33 Both Utilities Engineering and Planning and Development Services are working on streamlining efforts related to these resources and to electrification, and this effort will summarize these efforts and identify any additional opportunities. CA18. Develop Public Charging Siting and Business Models A collaboration with the LACI 2026 City Climate Innovation Challenge cohort to pilot on- street charging in Palo Alto and other cities to develop best practices and reduce barriers to this approach to expanding EV charger access for multi-family buildings. The program includes partnerships with companies working in this space, technical assistance and partnership, and potentially funding. Development of mobility hubs, starting with public agency parking lots via development of a Public Agency EV Charging Hub grant program and partnership with PAUSD on obtaining a grant to facilitate publicly available charging at school sites near multi-family buildings. CASC reviewed the program design guidelines in June. The guidelines will be brought to the City Council for approval in August. CA19. Continue Grid Modernization 34,35 In the update, staff discussed the current approach to grid modernization for scope and cost-efficiency. The approach involves focusing on areas of 4kV to eliminate legacy infrastructure, improve reliability, and expand capacity to prepare for electrification (which involves about 2900 homes). In other areas of the residential sector, staff is upgrading the distribution as customers initiate work related to electrification (building and transportation electrification) while encouraging efficient electrification (e.g. shared EV charging) to minimize expected peak demands of electrification. This approach will reduce the overall cost of the grid-modernization effort and construct capacity expansions at the same time residential loads appear. The grid modernization project will also have an initial focus on upgrading substations and the sub-transmission system to improve reliability and expand 33 City Council, March 2, 2026; Agenda Item #10, SR #2508-5090, 34 Utilities Advisory Commission, January 7, 2026; Agenda Item #3; SR #2512-5638, https://recordsportal.paloalto.gov/WebLink/DocView.aspx?id=85181&dbid=0&repo=PaloAlto 35 Climate Action and Sustainability Committee, March 6, 2026; Agenda Item #2; SR #2507-5030, https://recordsportal.paloalto.gov/WebLink/DocView.aspx?id=86701&dbid=0&repo=PaloAlto Item B Item B Staff Report Item B: Staff Report Pg. 9 Packet Pg. 451 of 474 capacity to accommodate increased loads as needed. Utilities staff developed a detailed CIP, with specific projects and timelines, that was approved by the City Council on June 15, 2026.39 CA20. Develop Gas Transition Management Strategies In the fall of 2025 staff presented preliminary results from the Gas Transition Study to UAC and CASC while noting that the results were based on incomplete data sets.40, 41 The preliminary findings showed that if electrification proceeds mostly randomly, as is likely without targeted programs or interventions, few gas lines become candidates for abandonment until a large majority of the homes have electrified. As noted above in CA3, staff is working on improving the model’s data sources by merging various data sets to support an enhanced data tracking system. These data sets, once merged, can support the Gas Transition Study among other activities. The data set merger and updating of a physical baseline gas system model is anticipated to be complete in Q3 2026. Once completed, staff will begin running simulations of the updated physical gas model to identify any insights on where gas infrastructure can be eliminated and assess any customer class and rate impacts. Staff intends to return to UAC and CASC in early 2027 with results from the updated model. Mobility CA21. Achieve Benchmarks for Bicycle and Pedestrian Capital Improvement Projects The City will begin procurement for a transportation planning firm to finalize the South Palo Alto Bikeways Demonstration Project street design when a project manager is recruited to fill a recent vacancy. The South Palo Alto Bike/Ped Connectivity Project seeks to create a bicycle and pedestrian pathway across the Caltrain corridor above or below the tracks that will improve bicycle and pedestrian connectivity in south Palo Alto (south of Oregon Expressway) in support of the mobility and sustainability goals of the City. On December 1, 2025, the City Council reviewed eight shortlisted alternatives for the South Palo Alto Bike/Ped Connectivity Project and, based on recommendations from the Rail Committee and Staff, selected Alternative A (a crossing at El Dorado Avenue) as the preferred alternative, eliminating all other options from further consideration.42 Two variants of Alternative A were advanced: A1 (signalized crossing of Alma Street at El Dorado Avenue) and A2 (tunnel under both Alma Street and the Caltrain tracks). The City Council passed a motion to focus evaluations on Alternatives A1 and A2, with a preference for A2. Additional community engagement activities are planned for mid-2026 to 39 City Council, June 15, 206; Agenda Item C; SR #2601-5837, https://recordsportal.paloalto.gov/WebLink/DocView.aspx?id=887172&dbid=0&repo=PaloAlto 40 Utilities Advisory Commission, October 1, 2025; Agenda Item #2; SR #2502-4137, 41 Climate Action and Sustainability Committee, October 17, 2025; Agenda Item #2; SR #2507-5022, https://recordsportal.paloalto.gov/WebLink/DocView.aspx?id=83904&dbid=0&repo=PaloAlto 42 City Council, December 1, 2025; Agenda Item #18; SR #2507-4950, https://recordsportal.paloalto.gov/WebLink/DocView.aspx?id=84110&dbid=0&repo=PaloAlto Item B Item B Staff Report Item B: Staff Report Pg. 10 Packet Pg. 452 of 474 support the decision-making process and incorporate public feedback on the alternatives in the vicinity of El Dorado Avenue. CA22. Implement Micromobility Feasibility Study Recommendations 47 CA23. Continue Traffic Signal Operations and Multimodal Improvements CA24. Continue Implementing the Housing Element / Land Use Planning and Policy 48 Implementation activities in Q1 and Q2 2026 included progress on affordable housing, housing density, the Downtown Housing Plan, and the San Antonio Road Area Plans. This progress is aligned with S/CAP goals to reduce vehicle miles traveled and to adapt to the impacts of climate change. 47 City Council, March 2, 2020; Agenda Item #5; SR #11075, https://recordsportal.paloalto.gov/WebLink/DocView.aspx?id=80712&dbid=0&repo=PaloAlto 48 City of Palo Alto 2023-2031 Housing Element, 2024; https://www.paloalto.gov/files/assets/public/v/1/planning- amp-development-services/housing-element/housing-element_2023_2031/palo-alto-housing-element.pdf Item B Item B Staff Report Item B: Staff Report Pg. 11 Packet Pg. 453 of 474 Development Review application on May 7, 2026,51 and the project is anticipated to be heard by City Council for a decision in October 2026. 52 City Council consideration of a draft ordinance is anticipated to occur by Q4 2026, which would include recommended zoning incentives and updated development standards to support micro-units and senior housing units. 53 the City Council adopted two temporary ordinances, one to set residential densities near Cal Train stations and the other to exempt historic properties from SB 79 standards. Additionally, the City Council directed staff to resume and complete work on the Downtown Housing Plan. 54 Following these efforts, the City Council held an April 6, 2026,55 study session to review draft land use and mobility alternatives. On June 8, 2026,56 City Council reviewed a core scenario—including building heights, residential and commercial floor area, outdoor space, ground-floor retail, and near-term mobility improvements—that will then be analyzed in a detailed transportation analysis. This in turn will allow the City Council and the community to 51 Architectural Review Board, May 7, 2026; Agenda Item #2; SR 2601-5872, https://recordsportal.paloalto.gov/WebLink/DocView.aspx?id=87998&dbid=0&repo=PaloAlto&cr=1 52 Planning & Transportation Commission, April 8, 2026; Agenda Item # 2; SR 2602-5972, https://recordsportal.paloalto.gov/WebLink/DocView.aspx?id=87210&dbid=0&repo=PaloAlto 53 City Council, June 1, 2026; Agenda Item # 17; SR #2605-6397, https://recordsportal.paloalto.gov/WebLink/DocView.aspx?id=887027&dbid=0&repo=PaloAlto 54 San Antonio Road Area Plan Project Webpage, https://www.paloalto.gov/Departments/Planning-Development- Services/Housing-Policies-Projects/San-Antonio-Road-Area-Plan 55 City Council, April 6, 2026; Agenda Item # 3; SR #2603-6127; https://recordsportal.paloalto.gov/WebLink/DocView.aspx?id=87034&dbid=0&repo=PaloAlto 56 City Council, June 8, 2026; Agenda Item # 15; SR #2603-6116, https://recordsportal.paloalto.gov/WebLink/DocView.aspx?id=887027&dbid=0&repo=PaloAlto Item B Item B Staff Report Item B: Staff Report Pg. 12 Packet Pg. 454 of 474 understand traffic implications for the Plan before committing to a land use direction. Staff will return to City Council in Q4 2026 with a recommended land use and transportation plan framework, supported by this analysis, for a decision on the preferred alternative to carry into the administrative draft of the Area Plan and environmental review. CA25. Update City’s Traffic Calming Policy and Process CA26. Develop and Begin Implementing a City Facility Electrification Plan 19 CA27. Electrify City Vehicle Fleet when Feasible Item B Item B Staff Report Item B: Staff Report Pg. 13 Packet Pg. 455 of 474 serving Palo Alto to a total of seven. New electric chargers for these heavy-duty vehicles were also added to the yard that GreenWaste uses on the former Los Altos Treatment Plant location on San Antonio Road in Palo Alto. CA28. Explore the Electric Capacity Needs of the Palo Alto Airport for Electric Aviation Sustainability S1. Implement Water Efficiency and Conservation Measures S2. Improve Recycled Water Quality through Salt Removal quality by blending reverse osmosis permeate with current recycled water produced to ultimately reduce the salt content and encourage expanded use of recycled water for non-potable uses such as irrigation. S3. Identify and Implement Water Distribution System Adaptation Measures Item B Item B Staff Report Item B: Staff Report Pg. 14 Packet Pg. 456 of 474 Adaptation: Sea Level Rise S4. Finalize Partnership Agreement with Santa Clara County on SB272 Regional Shoreline Adaptation Plan Requirements to Develop a Regional Vulnerability Assessment and Adaptation Plan 63, which initiated new statewide requirements for local sea level rise adaptation planning. On September 30, 2025, Santa Clara County Office of Sustainability was awarded a $2.6 million Ocean Protection Council grant to develop a multi- jurisdictional “subregional” sea level rise vulnerability assessment and adaptation plan for RSAP project partners which include Palo Alto, Mountain View, Sunnyvale, San Jose, Milpitas and Santa Clara. The grant partnership will complement Palo Alto’s sea level rise planning work to date, provide a project funding strategy and cost of inaction, CEQA determination, a list of potential projects, and ensure that social equity considerations have been properly vetted. The County is currently finalizing the grant agreement with the Ocean Protection Council and aims to begin work before the end of 2026. S5. Update the City's Sea Level Rise Adaptation Policy to Include Sea Level Rise Planning Decision-Making Points in the City S6. Complete Construction and Begin Monitoring the Palo Alto Horizontal Levee Pilot Project S7. Continue Partnership with Valley Water on Sea Level Rise / Shoreline Levee Improvement Efforts 63 San Francisco Bay Conservation and Development Commission; https://www.bcdc.ca.gov/regional-shoreline- adaptation-plan-bpa-1-24/ Item B Item B Staff Report Item B: Staff Report Pg. 15 Packet Pg. 457 of 474 monitor opportunities to re-open the USACE study to align or start in advance of this time horizon. S8. Implement the Foothills Fire Management Plan 65 S9. Increase Tree Canopy in South Palo Alto 65 City Council, November 3, 2025; Agenda Item #2; SR #2510-5338, https://recordsportal.paloalto.gov/WebLink/DocView.aspx?id=83775&dbid=0&repo=PaloAlto Item B Item B Staff Report Item B: Staff Report Pg. 16 Packet Pg. 458 of 474 The City will publish the new Tree and Landscape Technical Manual by the end of calendar year 202667. The primary focus is on preserving and growing urban canopy during development. Included in the new manual are an updated Model Water Efficient Landscape Ordinance process, revised tree replacement calculations that account for canopy size of the replacement tree(s) and updated in-lieu fee for when planting trees on site is not feasible. S10. Reduce Pesticide Use in Parks and Open Space S11. Construct a Green Stormwater Infrastructure Project at a City of Palo Alto Park 68 The 10% design of the project was completed in June. Public outreach is planned for later in 2026. Completion of the design is expected in summer 2027. S12. Increase Green Stormwater Infrastructure on City of Palo Alto Property and/or Right-of- Way S13. Quantify Land Area that Uses Green Stormwater Infrastructure to Treat Urban Water Runoff S14. Champion Waste Prevention, Reduction, Reusables, and the Sharing Economy 67 Palo Alto Municipal Code Title 8; https://codelibrary.amlegal.com/codes/paloalto/latest/paloalto_ca/0-0-0- 65799 68 City Council, March 2, 2026; Agenda Item #7; SR #2510-5363, https://recordsportal.paloalto.gov/WebLink/DocView.aspx?id=86685&page=64&dbid=0&repo=PaloAlto&searchid =ec9d156c-d38d-4eed-8c20-ec23c874df14 Item B Item B Staff Report Item B: Staff Report Pg. 17 Packet Pg. 459 of 474 outreach channels including utility bill inserts and announcements, advertisements in local newspapers, multiple newsletters, and content distributed through the various City social media platforms and at special events in the community. Additionally, the City has added specific Zero Waste outreach messages and focused campaigns to the digital monitors at the City’s libraries and continuously provides technical assistance to residents and businesses. S15. Eliminate Single-Use Disposable Containers and Reduce Disposable Foodware S16. Promote Food Waste Reduction C1. Build Awareness about Sustainability and Climate Action and City Programs Available to the Community C2. Drive Community Actions to Achieve S/CAP Goals Item B Item B Staff Report Item B: Staff Report Pg. 18 Packet Pg. 460 of 474 C3. S/CAP Data Collection and Annual Reporting Build Awareness & Drive Community Action In 2026, enhanced communications and marketing efforts are planned connecting residents to resources, building awareness of the City's sustainability and climate action goals and programs, and celebrating key milestones. Key messages will continue to focus on reducing emissions through home upgrades, switching to electric to support cleaner air and community health benefits, ease of City's programs saving time and money, and the importance of taking local action to advance community goals. A key focus is increasing digital communication engagement through a new weekly social media series designed to build awareness, “Small Habits, Big Impact,” finalizing a campaign focused on the City’s progress towards reducing emissions by 80%, launching a community toolkit with messages to share with neighbors, and new messaging to engage and build awareness of ways to take action. New website resources launched in Q1 as enhancements to programs were implemented to support increased community engagement with new program elements. In addition to existing advertising through Google, Facebook, and Instagram, the City began using Nextdoor ads to reach residents in a variety of ways. This is in addition to sending mailers to residents, digital newsletters and email updates, and distributing utility bill inserts and flyers to City facilities and events. The City incorporated messaging into its awareness outreach about cleaner indoor air quality, community health, and other health aspects focusing on the benefits of switching to electric appliances over gas. Additional work is underway and to be completed this fall to expand on City online resources sharing health risks associated with gas use. Staff hosted the Earth Day Festival with over 400 engaged attendees, and other engagement such as continuing to partner with Silicon Valley 350 and home electrification outreach, Home Electrification Webinar and launching a library induction cooktop loaner kit. S/CAP Data Collection & Annual Reporting Staff is reporting regular updates to CASC on progress building awareness, driving community action, and data and analytics. At the April meeting, staff provided an annual update on work planned for 2026, a look back at 2025 analytics, which is being used as the benchmark work to date.71 FISCAL/RESOURCE IMPACT Current and future initiatives will be managed and funded across various departments and funds. No new funding is needed at this time, and the implementation of this 2026-2027 S/CAP Work Plan is subject to the standard budget appropriation process. Some items in other work plans are also relevant to the S/CAP Work Plan. The Utilities Strategic Plan, for example, 71 Climate Action and Sustainability Committee, April 17, 2026; Agenda Item #2; SR #2604-6205, https://recordsportal.paloalto.gov/WebLink/DocView.aspx?id=87361&dbid=0&repo=PaloAlto Item B Item B Staff Report Item B: Staff Report Pg. 19 Packet Pg. 461 of 474 includes workforce development and advanced metering infrastructure work items that are directly relevant to S/CAP. Some of these may involve future budget requests as well. STAKEHOLDER ENGAGEMENT ENVIRONMENTAL REVIEW ATTACHMENTS APPROVED BY: Item B Item B Staff Report Item B: Staff Report Pg. 20 Packet Pg. 462 of 474 Attachment A: 2026-2027 S/CAP Work Plan Status = Completed = In Progress = Delayed / On Hold = Ongoing Item No. Work Plan Item Status CA1 Continue Advanced Home Electrification Pilot Program CA2 Develop a Residential Electrification as a Service of Similar Financing Pilot for Council Approval CA3 Enhance Data Tracking for Home Electrification CA4 Launch Enhanced Multifamily EV Charging Infrastructure Program CA5 Develop a Charging-as-a-Service (CaaS) or Similar Financing Pilot for Council Approval CA6 Continue Affordable Multifamily Building Electrification Incentive Program CA7 Launch Multi-Family Electrification Technical Assistance CA8 Launch Advanced Heat Pump HVAC Program CA9 Develop a Commercial Electrification as a Service pilot or Similar Financing Pilot for Council Approval CA10 Launch Workplace EV Charging Pilot Item B Attachment A - 2026-2027 Work Plan Status Dashboard Item B: Staff Report Pg. 21 Packet Pg. 463 of 474 CA11 Launch Pilot Program for Electrification of Centralized Water Heaters and Boilers CA12 Establish One or More Partnerships with Large Commercial Facility Owners CA13 Develop S/CAP Funding and Financing Strategies for City Council Consideration CA14 Develop Potential Regulatory Measures to Drive Climate Action CA15 Develop Carbon Neutrality Strategies for City Council Consideration CA16 Develop Potential Strategies for Cost-Based Pricing of Non-Electric Decarbonization and Inefficient Electrification CA17 Reduce Permitting, Interconnection, and Other Barriers to Adoption of Vehicle and Building Electrification and Flexible Energy Technologies for Reliability and Resiliency CA18 Develop Public Charging Siting and Business Models CA19 Continue Grid Modernization CA20 Develop Gas Transition Management Strategies CA21 Achieve Benchmarks for Bicycle and Pedestrian Capital Improvement Projects CA22 Implement Micromobility Feasibility Study Recommendations CA23 Continue Traffic Signal Operations and Multimodal Improvements Item B Attachment A - 2026-2027 Work Plan Status Dashboard Item B: Staff Report Pg. 22 Packet Pg. 464 of 474 CA24 Continue Implementing the Housing Element / Land Use Planning and Policy CA25 Update City’s Traffic Calming Policy and Process CA26 Develop and Begin Implementing a City Facility Electrification Plan CA27 Electrify City Vehicle Fleet when Feasible CA28 Explore the Electric Capacity Needs of the Palo Alto Airport for Electric Aviation S1 Implement Water Efficiency and Conservation Measures S2 Improve Recycled Water Quality through Salt Removal S3 Identify and Implement Water Distribution System Adaptation Measures S4 Finalize Partnership Agreement with Santa Clara County on SB272 Regional Shoreline Adaptation Plan Requirements to Develop a Regional Vulnerability Assessment and Adaptation Plan S5 Update the City's Sea Level Rise Adaptation Policy to Include Sea Level Rise Planning Decision-Making Points in the City S6 Complete Construction and Begin Monitoring the Palo Alto Horizontal Levee Pilot Project (PAHLPP) S7 Continue Partnership with Valley Water on Sea Level Rise / Shoreline Levee Improvement Efforts S8 Implement the Foothills Fire Management Plan Item B Attachment A - 2026-2027 Work Plan Status Dashboard Item B: Staff Report Pg. 23 Packet Pg. 465 of 474 S9 Increase Tree Canopy in South Palo Alto S10 Reduce Pesticide Use in Parks and Open Space S11 Construct a Green Stormwater Infrastructure Project at a City of Palo Alto Park S12 Increase Green Stormwater Infrastructure on City of Palo Alto Property and/or Right-of-Way S13 Quantify Land Area that Uses Green Stormwater Infrastructure to Treat Urban Water Runoff S14 Champion Waste Prevention, Reduction, Reusables, and the Sharing Economy S15 Eliminate Single-Use Disposable Containers and Reduce Disposable Foodware S16 Promote Food Waste Reduction C1 Build Awareness about Sustainability and Climate Action and City Programs Available to the Community C2 Drive Community Actions to Achieve S/CAP Goals C3 S/CAP Data Collection and Annual Reporting Item B Attachment A - 2026-2027 Work Plan Status Dashboard Item B: Staff Report Pg. 24 Packet Pg. 466 of 474 Item No. 2. Page 1 of 2 City Council Supplemental Report From: Mahealani Ah Yun, City Clerk Meeting Date: September 14, 2026 Item Number: 2 Report #:2609-6749 TITLE Supplemental Report: Review Applications and Select Candidates to Interview for Parks and Recreation Commission (PRC) and Public Art Commission (PAC); CEQA Status – Not a Project BACKGROUND Staff, in consultation with the Mayor and Vice Mayor, have modified the Boards, Commissions, Committees recruitment calendar in order to effectively manage meeting capacity and length. The updated schedule is listed below. City Council Meeting Action September 14 Regular City Council Meeting Review Applications and Select Candidates to Interview for PRC and PAC. September 22 Special City Council Meeting Interview Candidates for PRC and PAC September 28 Special City Council Meeting Review Applications and Select Candidates to Interview for HRC, PTC, SWMOC September 30 Special City Council Meeting Interview Candidates for HRC, PTC, SWMOC October 5 Regular City Council Meeting Appoint Members to HRC, PRC, PTC, PAC, SWMOC Extended HRC Recruitment An HRC member resigned effective immediately on 9/8/26. Staff is re-opening HRC recruitment through September 16 to publicize the unscheduled vacancy and solicit additional applications. Additional applications will be published on September 17 as part of the September 28 agenda packet. The City Council will consider appointing a total of 3 HRC commissioners (2 full-term vacancies and 1 partial-term vacancy). The start and end dates for the full-term seats are 11/1/26 – Item 2 Item 2 Supplemental Report Item 2: Staff Report Pg. 1 Packet Pg. 467 of 474 Item No. 2. Page 2 of 2 10/31/29 and for the partial-term seat are 11/1/25 -10/31/28. Per the City Council’s approved process, up to 8 applicants may be interviewed and each Councilmember has 6 votes. APPROVED BY: Item 2 Item 2 Supplemental Report Item 2: Staff Report Pg. 2 Packet Pg. 468 of 474 City Council Staff Report From: City Manager Report Type: CONSENT CALENDAR Lead Department: Public Works Meeting Date: September 14, 2026 Report #:2609-6719 TITLE Approval of Increase of Construction Contingency for Contract No. C211781123B with Swinerton Builders in the Amount Not-to-Exceed $7,374,367 and Amendment to the Fiscal Year 2027 Budget Appropriation for the Capital Improvement Fund for the New Public Safety Building Capital Improvement Program Project (PE-15001), to Support a Settlement Agreement With Swinerton Builders; CEQA Status – Environmental Impact Report for the New Public Safety Building and New California Avenue Area Parking Garage (Resolution No. 9772) RECOMMENDATION Staff recommends that the City Council: 1. Approve an increase of construction contingency for Contract No. C21178123B with Swinerton Builders in the amount of $7,374,367 for a total contract contingency amount of $20,767,167; and 2. Amend the Fiscal Year 2027 Budget Appropriation for the Capital Improvement Fund by (requires a 2/3 vote): a. Decreasing the Infrastructure Plan Reserve by $3,600,000; b. Decreasing the Capital Fund Infrastructure Reserve by $2,599,367; and c. Increase the New Public Safety Building project (PE-15001) appropriation by $6,199,367. EXECUTIVE SUMMARY This report outlines key aspects of the City’s settlement with Swinerton Builders resolving the Public Safety Building construction dispute. Also addressed are ongoing best practices enhancements for City construction projects. The Public Safety Building is now operational with Police, Fire administration, Office of Emergency Services work groups, and 911 Dispatch set to switchover operations by October 1. The settlement terms include City payment of $8 million and Swinerton having now completed work on critical building systems that was preventing full-building occupancy and move-in. Item AA1 Item AA1 Staff Report Item AA1: Staff Report Pg. 1 Packet Pg. 469 of 474 Additionally, Swinerton will dismiss their arbitration filing, release all claims, and extend warranties of certain building systems. BACKGROUND 1 The initial contractual date for substantial completion was July 29, 2023. Over the course of the project, there were over 1,000 Change Order Requests submitted by the contractor, many of which resulted in Contract Change Orders that increased the contract amount. City Council previously approved three increases to the authorized construction contingency, adding a total of $5,000,000 to the initial contingency of $8,392,800. The approved Change Orders extended the substantial completion date to September 29, 2023, and delays by Swinerton in completing project work extended completion into 2026. On July 31, 2026, Public Works accepted the project as complete, and a Notice of Completion was filed with Santa Clara County Recorder’s Office on August 5, 2026. Phase 2 of the PSB move-in began on August 18 and was completed on August 27. As of August 27, 2026, all public 1 City Council, February 1, 2021; Agenda Item #3, SR #11752 https://recordsportal.paloalto.gov/WebLink/DocView.aspx?id=81421&dbid=0&repo=PaloAlto&cr=1 Item AA1 Item AA1 Staff Report Item AA1: Staff Report Pg. 2 Packet Pg. 470 of 474 safety workgroups except Dispatch are operational at the PSB, with Dispatch switchover planned by October 1, 2026. ANALYSIS City payment of $8 million settlement amount Swinerton agreement to complete work on the detention area smoke control system, fume hood certification and emergency generator work that was preventing full building occupancy and move-in of all public safety departments (completed) Extended warranties of those three systems through July 31, 2027 Swinerton dismissal of arbitration filed against the City of Palo Alto Release of all claims by Swinerton Item AA1 Item AA1 Staff Report Item AA1: Staff Report Pg. 3 Packet Pg. 471 of 474 while adding about 6% to the total cost of the PSB project, was determined to be prudent to resolve the dispute with Swinerton and avoid the risk of a potential significant arbitration decision in Swinerton’s favor. Implementing a policy to require formal partnering on major construction projects citywide. Partnering is a process through which the construction contractor, City staff, and design team commit to building effective relationships at multiple levels in the respective organizations, allowing for more effective flagging and resolution of issues before they become significant. Partnering has been used in the past on City projects and is currently used with construction of Fire Station #4, so a formal City policy will ensure application in the future. Early escalation and engagement with contractor’s regional management to discuss project issues and potential solutions. This item would be facilitated by the partnering process where applicable but may also be applicable to smaller projects. Inclusion in the policy referenced above of additional constructability review by a third- party contractor and/or architect for internal consistency, completeness of plans and Item AA1 Item AA1 Staff Report Item AA1: Staff Report Pg. 4 Packet Pg. 472 of 474 constructability of details. The Fire Station #4 plans were reviewed by a third-party contractor. Organizing construction team resources to allow capacity to expedite review of change order requests to avoid potential delays. Review of change order requests is justifiably focused on ensuring entitlement and fair costs for any approved change orders, but the resources involved in the reviews when there are large amounts of change order requests, as on the PSB project, can delay work progress. Staff has taken this approach on the Fire Station #4 project. Reviewing insurance requirements for errors and admissions for design professionals to scale based on size of project. City requirements are currently uniform regardless of the size of the project. Evaluating major projects for applicability of alternatives to design-bid-build project delivery, such as design-build or construction manager at risk, or progressive design- build. Alternatives to design-bid-build can shift the liability for design issues away from the City and lead to a more collaborative relationship between the construction, design, and City teams. It can also increase costs and in some instances limit flexibility to respond to changing needs or community concerns. Reviewing City liabilities introduced by current Public Contracting Code and professional liability statutes, and consider advocating for any potential legislative solutions identified. Staff has already incorporated the first three bullets into the Fire Station #4 project and will continue to implement lessons learned on future projects. FISCAL/RESOURCE IMPACT The settlement payment to Swinerton under the agreement is $8 million. Staff recommends increasing the Fiscal Year 2027 budget appropriation for the New Public Safety Building project (PE-15001) by $6,199,367, of which $3,600,000 will be funded by the Infrastructure Plan Reserve and $2,599,367 will be funded by the Capital Fund Infrastructure Reserve. The Infrastructure Plan Reserve is intended to fund increased costs on the 2014 Council Infrastructure Plan projects, and the use of $3,600,000 from the reserve leaves $1,200,000 available for the upcoming Downtown Parking Garage project. The remaining $1,800,633 needed for the settlement payment is available in the project as contract savings or unspent construction contingency. The revised project budget for the PSB (excluding salary and benefits) will total $128,831,431. STAKEHOLDER ENGAGEMENT Public Works has coordinated with key staff from departments involved with the PSB. Item AA1 Item AA1 Staff Report Item AA1: Staff Report Pg. 5 Packet Pg. 473 of 474 ENVIRONMENTAL REVIEW 3 APPROVED BY: 3 Resolution 9772 https://recordsportal.paloalto.gov/WebLink/DocView.aspx?id=54175&dbid=0&repo=PaloAlto&searchid=cae46e6d -0803-41ff-a88c-5ce06b51af30 Item AA1 Item AA1 Staff Report Item AA1: Staff Report Pg. 6 Packet Pg. 474 of 474