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10/14/2019Monday, October 14, 2019 9:00 AM City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 Main Library - Council Chambers Pension Trustees Meeting Agenda October 14, 2019Pension Trustees Meeting Agenda 1. Call To Order 2. Approval of Minutes 2.1 Approve the September 16, 2019 Pension Trustees Meeting Minutes as submitted in written summation by the City Clerk. 3. Citizens to be Heard Regarding Items Not on the Agenda 4. New Business Items 4.1 Approve the new hires for acceptance into the Pension Plan as listed. 4.2 Approve the following request of employees Duanne Anderson, Fire Department, Debra Faison, Parks and Recreation Department and Michael Ward, Fire Department, for a regular pension as provided by Sections 2.416 and 2.424 of the Employees’ Pension Plan. 4.3 Approve pension plan expenditures for fiscal year 2020 totaling not-to-exceed $380,700. 4.4 Approve new fee schedule with the pension plan’s investment custodian, Northern Trust, for an annual fixed fee of $97,500, effective October 1, 2019, and authorize the appropriate officials to execute same. 5. Director's Report 6. Adjourn Page 2 City of Clearwater Printed on 10/11/2019 Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#19-6831 Agenda Date: 10/14/2019 Status: Agenda ReadyVersion: 1 File Type: MinutesIn Control: Pension Trustees Agenda Number: 2.1 SUBJECT/RECOMMENDATION: Approve the September 16, 2019 Pension Trustees Meeting Minutes as submitted in written summation by the City Clerk. SUMMARY: APPROPRIATION CODE AND AMOUNT: USE OF RESERVE FUNDS: Page 1 City of Clearwater Printed on 10/11/2019 Pension Trustees Meeting Minutes September 16, 2019 Page 1 City of Clearwater City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 Meeting Minutes Monday, September 16, 2019 9:00 AM Main Library - Council Chambers Pension Trustees Draft Pension Trustees Meeting Minutes September 16, 2019 Page 2 City of Clearwater Roll Call Present 5 - Chair George N. Cretekos, Trustee Bob Cundiff, Trustee Hoyt Hamilton, Trustee David Allbritton, and Trustee Jay Polglaze (Arrived – 9:03 a.m.) Also Present – William B. Horne II – City Manager, Micah Maxwell – Assistant City Manager, Michael Delk – Assistant City Manager, Pamela K. Akin – City Attorney, Rosemarie Call – City Clerk, Nicole Sprague – Official Records and Legislative Services Coordinator, and Jennifer Poirrier – Human Resources Director To provide continuity for research, items are listed in agenda order although not necessarily discussed in that order. Unapproved 1. Call to Order – Chair Cretekos The meeting was called to order at 9:01 a.m. in Council Chambers at the Main Library. 2. Approval of Minutes 2.1 Approve the minutes of the August 12, 2019 Pension Trustees Meeting as submitted in written summation by the City Clerk. Trustee Cundiff moved to approve the minutes of the August 12, 2019 Pension Trustees Meeting as submitted in written summation by the City Clerk. The motion was duly seconded and carried unanimously. 3. Citizens to be Heard Regarding Items Not on the Agenda – None, 4. New Business Items 4.1 Approve the new hires for acceptance into the Pension Plan as listed. Name/Job Classification/Department Pension Eligibility Date Terrell Brown Jr., Field Service Representative, Customer Service07/08/2019 Christopher Katona, Air Conditioning Technician, General Services07/08/2019 Dora Monterroza, Custodial Worker, Parks & Recreation 07/08/2019 Draft Pension Trustees Meeting Minutes September 16, 2019 Page 3 City of Clearwater Savannah Bass, Police Information Technician I, Police 07/08/2019 Keron Johnson, Water Distribution Operator Trainee, Public Utilities 07/08/2019 Danny Pate II, Public Utilities Technician I , Public Utilities 07/08/2019 Omar Hill, Parks Service Technician I, Parks & Recreation 07/22/2019 Brennan Milnes, Water Distribution Operator Trainee, Public Utilities 07/22/2019 Derek Griego, Water Distribution Operator Trainee, Public Utilities 07/22/2019 Ricardo Smith, Water Distribution Operator Trainee, Public Utilities 07/22/2019 Rodney Sheridan, Utilities Mechanic, Public Utilities 07/22/2019 Courtney Dosch, Storeskeeper, Fire 07/22/2019 Brian Palmese, Fleet Mechanic, General Services 07/22/2019 Thomas Whittaker, Fleet Mechanic, General Services 07/22/2019 Terry Winthrop, Tradesworker, Marine & Aviation 07/22/2019 Trustee Hamilton moved to approve the new hires for acceptance into the Pension Plan as listed. The motion was duly seconded and carried unanimously. 4.2 Approve the following request of employee Daniel Devol, Police Department, for a regular pension as provided by Sections 2.416 and 2.424 of the Employees’ Pension Plan. Daniel Devol, Police Sergeant, Police Department, was employed by the City on October 17, 1994, and his pension service credit is effective on that date. His pension will be effective September 1, 2019. Based on an average salary of approximately $91,102.48 over the past five years, the formula for computing regular pensions and Mr. Devol’s selection of the 10 Year Certain and Life Annuity with a 20% partial lump sum, this pension benefit will be approximately $53,548.68 annually. Section 2.416 provides for normal retirement eligibility for hazardous duty employees, a member shall be eligible for retirement following the earlier of the date on which the participant has completed twenty years of credited service regardless of age, or the date on which the participant has reached fifty-five years and completed ten years of credited service. Mr. Devol has met the hazardous duty criteria. Trustee Allbritton moved to approve the following request of employee Daniel Devol, Police Department, for a regular pension as provided by Sections 2.416 and 2.424 of the Employees’ Pension Plan. The motion was duly seconded and carried unanimously. Draft Pension Trustees Meeting Minutes September 16, 2019 Page 4 City of Clearwater 5. Director's Report – None. 6. Adjourn The meeting adjourned at 9:03 a.m. Chair Employees’ Pension Plan Trustees Attest City Clerk Draft Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#19-6746 Agenda Date: 10/14/2019 Status: Agenda ReadyVersion: 2 File Type: Action ItemIn Control: Pension Trustees Agenda Number: 4.1 SUBJECT/RECOMMENDATION: Approve the new hires for acceptance into the Pension Plan as listed. SUMMARY: Name/Job Classification/Department Pension Eligibility Date Kellie Cramer, Customer Service Representative, Customer Service 08/05/2019 Dion Jones, Field Service Representative I, Customer Service 08/05/2019 Jacob Horn, Parks Service Technician I, Parks & Recreation 08/05/2019 Trevor Dorman, Parks Service Technician I, Parks & Recreation 08/05/2019 Darrell Ford, Customer Service Representative, Customer Service 08/19/2019 Samantha Flagler, Customer Service Representative, Customer Service 08/19/2019 Jeh Mohr, Senior Auditor, City Auditor/Finance 08/19/2019 Charlene Peaslee, Gas Sales Representative, Gas 08/19/2019 Brenton Conley, Parks Service Technician I, Parks & Recreation 08/19/2019 Vinod Kadu, Senior Planner, Planning & Development Services 08/19/2019 Matthew Hall, Recreation Specialist, Parks & Recreation 08/19/2019 Charles Kordick II, Gas Technician II, Gas 08/19/2019 APPROPRIATION CODE AND AMOUNT: N/A USE OF RESERVE FUNDS: N/A Page 1 City of Clearwater Printed on 10/11/2019 Interoffice Correspondence Sheet TO: Pension Advisory Committee FROM: Jennifer Poirrier, Human Resources Director SUBJECT: Recommendation for Acceptance into Pension Plan DATE: Subject/Recommendation: Recommend approval of the new hires for acceptance into the Pension Plan as listed. Name Job Classification Department Pension Eligibility Date Kellie Cramer Customer Service Representative Customer Service 08/05/2019 Dion Jones Field Service Representative I Customer Service 08/05/2019 Jacob Horn Parks Service Technician I Parks & Recreation 08/05/2019 Trevor Dorman Parks Service Technician I Parks & Recreation 08/05/2019 Darrell Ford Customer Service Representative Customer Service 08/19/2019 Samantha Flagler Customer Service Representative Customer Service 08/19/2019 Jeh Mohr Senior Auditor City Auditor/Finance 08/19/2019 Charlene Peaslee Gas Sales Representative Gas 08/19/2019 Brenton Conley Parks Service Technician I Parks & Recreation 08/19/2019 Vinod Kadu Senior Planner Planning & Development Services 08/19/2019 Matthew Hall Recreation Specialist Parks & Recreation 08/19/2019 Charles Kordick II Gas Technician II Gas 08/19/2019 Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#19-6747 Agenda Date: 10/14/2019 Status: Agenda ReadyVersion: 2 File Type: Action ItemIn Control: Pension Trustees Agenda Number: 4.2 SUBJECT/RECOMMENDATION: Approve the following request of employees Duanne Anderson, Fire Department, Debra Faison, Parks and Recreation Department and Michael Ward, Fire Department, for a regular pension as provided by Sections 2.416 and 2.424 of the Employees’ Pension Plan. SUMMARY: Duanne Anderson, Fire Prevention Inspector, Fire Department, was employed by the City on July 7, 1997, and his pension service credit is effective on that date. His pension will be effective August 1, 2016. Based on an average salary of approximately $73,577.05 over the past five years, the formula for computing regular pensions and Mr. Anderson’s selection of the 100% Joint and Survivor Annuity, this pension benefit will be approximately $37,344.72 annually. Debra Faison, Parks Service Technician II, Parks and Recreation Department, was employed by the City on October 18, 1992, and her pension service credit is effective on that date. Her pension will be effective September 1, 2019. Based on an average salary of approximately $43,664.06 over the past five years, the formula for computing regular pensions and Ms . Faison’s selection of the 10 Year Certain and Life Annuity, this pension benefit will be approximately $42,432.24 annually. Michael Ward, Firefighter, Fire Department, was employed by the City on May 5, 2003, and his pension service credit is effective on that date. His pension will be effective September 1, 2019. Based on an average salary of approximately $64,924.84 over the past five years, the formula for computing regular pensions and Mr. Ward’s selection of the 100% Joint and Survivor Annuity, this pension benefit will be approximately $28,197.48 annually. Section 2.416 provides for normal retirement eligibility for non-hazardous duty employees hired prior to the effective date of this reinstatement (January 1, 2013), a member shall be eligible for retirement following the earlier of the date on which a participant has reached the age of fifty-five years and completed twenty years of credited service; the date on which a participant has reached age sixty-five years and completed ten years of credited service; or the date on which a member has completed thirty years of service regardless of age. For non-hazardous duty employees hired on or after the effective date of this restatement, a member shall be eligible for retirement following the earlier of the date on which a participant has reached the age of sixty years and completed twenty-five years of credited service; or the date on which a participant has reached the age of sixty-five years and completed ten years of credited service. Ms. Faison has met the non-hazardous duty criteria. Section 2.416 provides for normal retirement eligibility for hazardous duty employees, a Page 1 City of Clearwater Printed on 10/11/2019 File Number: ID#19-6747 member shall be eligible for retirement following the earlier of the date on which the participant has completed twenty years of credited service regardless of age, or the date on which the participant has reached fifty-five years and completed ten years of credited service. Mr. Anderson and Mr. Ward have met the hazardous duty criteria. APPROPRIATION CODE AND AMOUNT: N/A USE OF RESERVE FUNDS: N/A Page 2 City of Clearwater Printed on 10/11/2019 Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#19-6927 Agenda Date: 10/14/2019 Status: Agenda ReadyVersion: 1 File Type: Action ItemIn Control: Pension Trustees Agenda Number: 4.3 SUBJECT/RECOMMENDATION: Approve pension plan expenditures for fiscal year 2020 totaling not-to-exceed $380,700. SUMMARY: The Employees’ Pension Plan does not have a legally required budget, however all expenditures must be approved by the Trustees. The following are routine administrative expenditures that staff is requesting approval of for administrative efficiency. The recommended expenditures for fiscal year 2020 reflect a $29,100, or 8.3% increase over the approved fiscal 2019 expenditures, per attached. This increase is primarily due to a $25,000 increase in actuary consulting fees in anticipation of pension negotiations with bargaining units. The balance of the increase is due to salary increases for City employees providing administrative support for the plan. Training and travel are the estimated costs of pension training and related travel, including fiduciary training for the Trustees and Pension Advisory Committee (PAC) members. This is a not-to-exceed amount given uncertainty regarding the number of Trustees and PAC members that may elect to pursue training. Reimbursements to the General Fund and Central Insurance Fund are for the cost of oversight and administration of the Plan. The reimbursements are for services provided by Human Resources, Payroll, and Finance personnel, along with related operating expenditures. The firm of Klausner, Kaufman, Jensen and Levinson currently serve as the Plan’s pension attorneys. Annual attorney fees also include medical bills for medical services authorized by the PAC, as well as attorney fees for disability cases and hearings. Money manager, performance measurement consulting, custodial/safekeeping, and actuary fees (other than actuary hourly consulting) are all governed by contracts separately approved by the Trustees and are not included in this agenda item total. APPROPRIATION CODE AND AMOUNT: 646xxxx-5xxxxx (various pension plan expenditure codes) Page 1 City of Clearwater Printed on 10/11/2019 Description FY 2020 FY 2019 Increase/ (Decrease) % Increase/ Decrease 543400 Printing & binding 400$ 400$ -$ 0.0% 542500 Postage 400 400 - 0.0% 557100 Memberships 800 800 - 0.0% 548000 Misc 100 100 - 0.0% 557300 Training 4,000 4,000 - 0.0% 547200 Travel expense 3,000 3,000 - 0.0% 521500 Physicals 36,300 36,300 - 0.0% 590200 Reimbursement to General Fund/Central Ins. Fund (Human Resources)38,400 40,500 (2,100) -5.2% 590200 Reimbursement to General Fund (Accounting & Finance)20,800 19,700 1,100 5.6% 590200 Reimbursement to General Fund (Payroll & IT)98,800 93,800 5,000 5.3% 530100 Pension attorney 140,000 140,000 - 0.0% 530100 Annual software license - GRS benefit calculator 2,200 2,100 100 4.8% 530100 Consulting fees - pension buy-backs and other 35,500 10,500 25,000 238.1% Totals 380,700$ 351,600$ 29,100$ 8.3% General Fund Reimbursement HR 26,800$ 26,600$ 200$ 0.8% Acctg Finance 20,800 19,700 1,100 5.6% Payroll IT 98,800 93,800 5,000 5.3% General Fund Totals 146,400$ 140,100$ 6,300$ 4.5% Central Insurance Fund Reimbursement - HR 11,600$ 13,900$ (2,300)$ -16.5% Combined General Fund and Central Insurance Fund HR 38,400$ 40,500$ (2,100)$ -5.2% Acctg Finance 20,800 19,700 1,100 5.6% Payroll IT 98,800 93,800 5,000 5.3% 158,000$ 154,000$ 4,000$ 2.6% City of Clearwater Employees' Pension Plan Administrative Expenditures Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#19-6926 Agenda Date: 10/14/2019 Status: Agenda ReadyVersion: 1 File Type: Action ItemIn Control: Pension Trustees Agenda Number: 4.4 SUBJECT/RECOMMENDATION: Approve new fee schedule with the pension plan’s investment custodian, Northern Trust, for an annual fixed fee of $97,500, effective October 1, 2019, and authorize the appropriate officials to execute same. SUMMARY: Northern Trust has been the plan’s custodian for safekeeping of investments since November 2002 and has provided an excellent level of service to the plan. A pension plan custodian is tasked with the safekeeping of plan investments. Additionally, Northern Trust provides extensive reporting capabilities for the plan’s investments (by money manager and by individual holding), provides all required regulatory and annual external audit reporting, and files claims on behalf of the plan for all class action lawsuits involving plan investment holdings held by any of the money managers. Northern Trust was selected via a competitive process and has not raised their original fixed fee of $85,000 annually since they were hired. In the meantime, the plan has grown from an investment portfolio of $400 million managed by 10 money managers to a portfolio of $1.1 billion managed by 21 money managers. Northern Trust is seeking a 14.7% increase in their annual fixed fee from $87,000 to $97,500. This increase is equivalent to a less than 1% (0.81%) annual inflation adjustment over the past 17 years. Staff recommends approval due to the exceptional level of service that Northern Trust has provided the plan and the nominal increase this represents for the services provided, given the significant increase in plan assets and money managers, with no corresponding fee increases, over the past 17 years. The plan’s pension attorney has reviewed and approved the fee schedule agreement for execution. APPROPRIATION CODE AND AMOUNT: 6467410-530100 Page 1 City of Clearwater Printed on 10/11/2019 NTAC:2SE-18 A Fee Schedule for: CITY OF CLEARWATER Effective Date: October 1, 2019 **CONFIDENTIAL** 2 Confidentiality Notice: Please consider this document including all detailed fee and pricing information as confidential. This information is intended solely for the recipient noted herein and not for any broad distribution. Version 1.0NTAC:2SE-18 FEE SCHEDULE CONTACT DETAILS Claudiu Besoaga Vice President | Relationship manager Tel 312.557.4049 Email cb73@ntrs.com The Northern Trust Company 50 South LaSalle Street Chicago, IL 60603 www.northerntrust.com Different services described in this fee summary may be provided by separate agreements 3 Confidentiality Notice: Please consider this document including all detailed fee and pricing information as confidential. This information is intended solely for the recipient noted herein and not for any broad distribution. Version 1.0NTAC:2SE- 18 FEE SCHEDULE Table of Contents Global Custody ........................................................................................................... 4 Derivatives Processing and Collateral Margin Movements ......................................... 8 Foreign Exchange .................................................................................................... 10 Transition Related Services ...................................................................................... 11 Other Fees and Expenses ........................................................................................ 12 4 Confidentiality Notice: Please consider this document including all detailed fee and pricing information as confidential. This information is intended solely for the recipient noted herein and not for any broad distribution. Version 1.0NTAC:2SE- 18 FEE SCHEDULE Global Custody– Flat Fee $97,500.00 annually Northern Trust has four components to its custody fee structure: account based fees, asset based fees, holdings based fees and transaction based fees. Details of each are as follows: Account Based Fees Separately Managed Account $0 per account Cash / Clearing Account $0 per account Single Line Asset Account $0 per account Company Stock Account $0 per account ASSET BASED FEES – SEPARATELY MANAGED ACCOUNTS (SMAS) COUNTRY TIERING (ASSET BASED AND TRANSACTION FEES COVERING US AND NON-US ACCOUNTS) Safekeeping charges are determined based on total eligible assets across all accounts with lower rates for higher market values. Eligible assets include: equities, fixed income securities, exchange traded derivatives (ETDs), cash and all assets other than single line assets and over the counter (OTCs). Service Subcategory Fee Basis Tier 1 AuC < $0.5B 0 bps Bahamas, Canada - NT, Canada - RBC, Cayman Islands, Clearstream, Euroclear, Ireland, United Kingdom, United States AuC $0.5B to 5B 0 bps AuC $5B to 10B 0 bps AuC $10B to 25B 0 bps AuC > $25B 0 bps Tier 2 AuC < $0.5B 0 bps Australia, Austria, Belgium, Denmark, Finland, France, Germany, Italy, Japan, Luxembourg, Netherlands, Norway, Spain, Sweden, Switzerland AuC > $0.5B 0 bps Tier 3 AuC < $0.5B 0 bps Hong Kong, Hong Kong Stock Connect, Hong Kong Bond Connect, Iceland, Malaysia, New Zealand, Portugal, Singapore, Thailand AuC > $0.5B 0 bps Tier 4 AuC < $0.5B 0 bps Argentina, Brazil, China A Shares, China B Shares, China Interbank Bond Market (CIBM), Czech Republic, Egypt, Estonia, Greece, Hungary, India, Indonesia, Israel, Mexico, Philippines, Poland, South Africa, South Korea, Sri Lanka, Taiwan, Turkey AuC > $0.5B 0 bps Tier 5 AuC < $50M 0 bps Bulgaria, Chile, Croatia, Kazakhstan, Latvia, Lithuania, Morocco, Namibia, Nigeria, Pakistan, Peru, Romania, Russia, Slovak Republic, Slovenia, Swaziland, Trinidad, Tunisia, Uruguay, Venezuela, Vietnam AuC > $50M 0 bps Tier 6 AuC < $50M 0 bps 5 Confidentiality Notice: Please consider this document including all detailed fee and pricing information as confidential. This information is intended solely for the recipient noted herein and not for any broad distribution. Version 1.0NTAC:2SE- 18 FEE SCHEDULE Bahrain, Bangladesh, Benin, Bermuda, Bosnia/Herzegovina, Botswana, Burkina Faso, Colombia, Costa Rica, Cyprus, Ghana, Guinea-Bissau, Ivory Coast, Jordan, Kenya, Kuwait, Lebanon, Mali, Malta, Mauritius, Niger, Oman, Palestine, Panama, Qatar, Saudi Arabia, Senegal, Serbia, Tanzania, Togo, Uganda, Ukraine, United Arab Emirates, Zambia, Zimbabwe AuC > $50M 0 bps Transactions Tier 1 Transactions (Buy/Sell) < 5000 transactions $0 per transaction > 5000 transactions $0 per transaction Tier 2 Transactions (Buy/Sell) < 1000 transactions $0 per transaction > 1000 transactions $0 per transaction Tier 3 Transactions (Buy/Sell < 500 transactions $0 per transaction > 500 transactions $0 per transaction Tier 4 Transactions (Buy/Sell) < 500 transactions $0 per transaction > 500 transactions $0 per transaction Tier 5 Transactions (Buy/Sell) < 500 transactions $0 per transaction > 500 transactions $0 per transaction Tier 6 Transactions (Buy/Sell) < 5000 transactions $0 per transaction > 5000 transactions $0 per transaction Commingled Funds/Mutual Funds $0 per transaction Hedge Funds $0 per transaction Private Equity & Real Estate $0 per transaction Pay Down $0 per transaction Security Delivery $0 per transaction Third Party Term & Fixed Deposits $0 per transaction Repos $0 per open or close Manual trades for 3rd Parties 40 to 200 $0 surcharge Greater than 200 $0 surcharge Cash Wires* $0 per transaction *Please note – When we are up on the Global Fee System, cash wires for domestic will be $20 and for international $40. Asset-Level Fees Commingled Fund $0 per asset per annum 6 Confidentiality Notice: Please consider this document including all detailed fee and pricing information as confidential. This information is intended solely for the recipient noted herein and not for any broad distribution. Version 1.0NTAC:2SE- 18 FEE SCHEDULE Mutual Fund $0 per asset per annum Private Equity Limited Partnership $0 per asset per annum Hedge Fund $0 per asset per annum Real Estate Property $0 per asset per annum Insurance Contract (Guaranteed Insurance Contracts) $0 per asset per annum Bank Loans $0 per asset per annum Mortgage Notes $0 per asset per annum Unit Trust $0 per asset per annum Sundry Asset $0 per asset per annum 7 Confidentiality Notice: Please consider this document including all detailed fee and pricing information as confidential. This information is intended solely for the recipient noted herein and not for any broad distribution. Version 1.0NTAC:2SE- 18 FEE SCHEDULE ONLINE TRANSACTION APPLICATIONS • Trade Order Entry (TOE) and Web Cash Movement (WCM) are default methods of automated communication for trade initiation and cash movement provided to our clients at no additional cost. Should a client choose manual transaction processing, the following fee schedule will apply. These transaction counts are reset annually. Transaction Count Annual Fee <20 $1,000 21-50 $2,500 51-100 $5,000 101-200 $10,000 201-400 $15,000 401-700 $27,500 >700 $35,000 CLASS ACTIONS An account that receives proceeds from securities class actions in US dollars will be assessed a charge of 3% of the proceeds up to $2,500 per distribution (per account) with a minimum charge of $25. Proceeds in other currencies are subject to higher charges – 3% of the proceeds up to approximately $2,500 per distribution (per account) with a minimum charge of approximately $25. These charges, which may change over time in response to market conditions or processing complexity, will be deducted from the class action proceeds in the same currency as the proceeds are paid. We will notify you in advance, if there will be any change to these charges. All charges are reported in your statement of account. If payments for a closed account are sent to another bank via wire or check, an additional $50 processing charge will be deducted from US dollar payments and a processing charge of approximately $50 will be deducted for other currencies. DEMINIMIS TAX RECLAIMS Tax reclaim accruals with a value equal or less than United States Dollar (USD) $100 equivalents will not be filed or paid. Clients should ensure relevant personnel, including their accountants are made aware. Accruals that fall below the threshold will be cancelled from both the custody and accounting systems on the day after generation and will no longer be reported or paid. Tax reclaims $0.00 per non US account 8 Confidentiality Notice: Please consider this document including all detailed fee and pricing information as confidential. This information is intended solely for the recipient noted herein and not for any broad distribution. Version 1.0NTAC:2SE- 18 FEE SCHEDULE Derivatives Processing and Collateral Margin Movements 1. Transaction Processing (applies to ETD & OTC) Type Per Trans Fee For ETD derivatives a charge applies to both buy and sell transactions • All instruments $20 For OTC derivatives a charge applies to both buy and sell transactions • Simple $60 • Moderate $75 • Exotic Fees based on product complexity and agreed on a case by case basis. • This includes initial trade capture, set up and settlement of initial cash movement. 2. Position Maintenance (applies to OTC only) Type Per Trans Fee • Simple $250 per position per annum • Moderate $400 per position per annum • Exotic Fees based on product complexity and agreed on a case by case basis. Where prices are supplied by the manager, the charge is $200 per position per annum regardless of instrument. • Daily independent valuations • Periodic position reconciliations • Lifecycle events, such as processing rate resets • Standard accounting and reporting 3. Collateral Type Per Movement • Passive Collateral Processing or ETD margin / OTC collateral movement $15 per movement 4. Active Collateral Management (outsourced service will not show up on invoices) Active Collateral Management is an outsourcing activity where our client or their asset manager provides their credit agreements (between client and counterparty) and Northern Trust provides the following services. Type Annual Fee • Outsourcing activity Approximately $15,000 - $20,000 per credit support agreement per annum 9 Confidentiality Notice: Please consider this document including all detailed fee and pricing information as confidential. This information is intended solely for the recipient noted herein and not for any broad distribution. Version 1.0NTAC:2SE- 18 FEE SCHEDULE COLLATERAL CALLS • Daily Collateral Calls are recorded and processed through the Collateral Dashboard • Respond to collateral demands made by counterparties • Flexible asset selection rules incorporating customized optimization capabilities • Instruct custodian to move funds (undisputed amount) or to expect to receive funds • Resolve disputes through reconciliations and valuation challenges RECONCILIATIONS • Proactive reconciliations with counterparty • Periodic reconciliations with custodian CORPORATE ACTIONS • Corporate Action tool enables us to monitor and substitute Collateral before the Corporate Action takes place • Interest calculations on cash collateral REPORTING • Northern Trust to provide daily/intra-day collateral reporting from Colline • Reports can be sent in Excel, PDF, and Text formats 10 Confidentiality Notice: Please consider this document including all detailed fee and pricing information as confidential. This information is intended solely for the recipient noted herein and not for any broad distribution. Version 1.0NTAC:2SE- 18 FEE SCHEDULE Foreign Exchange For foreign exchange transacted with Northern, as principal, Northern will provide such service at exchange rates established in its discretion, having regard to exchange rates available in the foreign exchange market on the global trading day, and Northern retains any profit derived from such service. All foreign exchange transacted with an entity outside of Northern Trust will be assessed a minimum charge of $50 per transaction will be debited from the account the following month and will appear on your statement of account. Certain currency markets may incur higher charges and indicative fees for those currencies will be disclosed prior to providing a service. 11 Confidentiality Notice: Please consider this document including all detailed fee and pricing information as confidential. This information is intended solely for the recipient noted herein and not for any broad distribution. Version 1.0NTAC:2SE- 18 FEE SCHEDULE Transition Related Services There is no event or non-trade related transaction charge where Northern Trust is hired as transition manager. Where Northern Trust is not acting as transition manager, the following schedule applies: Transaction Charge • $10 per asset movement by line item for TBA’s (for free delivery) • $10 per line item for reverse conversion/conversion activity (for delivery and receipt) Event Charge There is currently no event charge for day to day transition activity; however we reserve the right to charge for more complex events. Your Relationship Manager will relay any event charges prior to execution of a complex event. Transition Related Services include activities such as, but not limited to, manager terminations, account restructures, mergers, spin-offs, fund conversions, parebacks/reductions, transfers between accounts (TBA’s), conversions, reverse conversions, distributions. Event charges are related to the number of events/components involved and the reconciliations necessary when the asset movement crosses a change in investment fiduciary responsibility and/or change in legal entity. Transaction charges are related to the number of line items involved in the overall asset movement. In addition, Northern Trust will, if applicable, pass through to the client legal, evaluation, and/or consulting charges incurred for an event. Charges will vary depending on the nature and scope of services to be provided for each event. In advance of an assignment, Northern Trust will provide estimated charges based on data elements provided by the client. Additional charges may be assessed for more complex events. 12 Confidentiality Notice: Please consider this document including all detailed fee and pricing information as confidential. This information is intended solely for the recipient noted herein and not for any broad distribution. Version 1.0NTAC:2SE- 18 FEE SCHEDULE Other Fees and Expenses Where applicable, indicative fees will be disclosed prior to providing a service. Additional charges may be applied for: • Services or special procedures required in respect of any directly held property or venture capital/private equity portfolios will be evaluated and priced on a case by case business, according to the level of work involved. • Services associated with special events the client, its investment managers, or other service providers initiate, to the extent those events are not specifically described by the fees detailed in the Transition Related Fee Schedule • Customized services including, but not limited to, reporting for non-custodied assets, developing custom downloads, custom programming, special accounting or project work for any client or third party organization, class action filing services with prior custodial records, client specific data requirements • Demand account services to support pension payment or collection activities • Fund subscriptions and redemptions • Services to support in-house managed accounts • Manager fee payments • Custom Cash Fund Services, which could include cash consolidation (sweep), fund accounting, investor reporting and a portfolio management fee. • Supporting/facilitating on-site visits by your auditors • Processing trades through a clearing bank If you maintain deposits with Northern Trust in markets for which prevailing money market rates fall to a level at or below zero, Northern Trust may, in its discretion, charge a fee on such balances. The amount of the fee, which may vary by market and circumstance and may change over time, will be the spread in excess of the prevailing over night or central bank rate in an affected market and will not exceed 100 basis points. In order to determine the interest rates you are receiving, you can review your report from Institutional Investor Passport (IIP) entitled: “Positions/Accrued Income/Interest Rates”, where all such rates are disclosed. RELATIONSHIP PRICING Northern Trust offers relationship pricing to clients who wish to avail themselves of it. There are circumstances where it is possible that the use of relationship pricing could give rise to client conflict of interest or prohibited transaction concerns under ERISA. Clients considering the use of relationship pricing are advised to consult with their ERISA counsel to assure that any such concerns are appropriately addressed. OVERDRAFT DISCLOSURE Northern Trust generally covers overdrafts as a service to its institutional trust and custody clients in order to assist in the timely processing of transactions. It is Northern Trust’s policy to discourage the incidence of overdrafts and to prohibit their excessive use. Northern Trust promptly notifies clients or their investment managers of all overdrafts that occur in client accounts, and the associated fees are reflected in client cash statements. Northern Trust monitors accounts for any pattern or practice or routine overdraft use, and takes active steps to address any perceived abuse of overdraft privileges. Thus, this service is an accommodation granted entirely at the discretion of Northern Trust and can be discontinued at any time. Northern Trust’s charge for U.S. dollar overdrafts is the Northern Trust Prime Rate of interest. Northern Trust intends to assess overdraft fees on all overdrawn accounts, including separately managed and commingled funds managed by Northern Trust and its affiliates, except in cases where it is determined that Northern Trust or its affiliate was at fault in 13 Confidentiality Notice: Please consider this document including all detailed fee and pricing information as confidential. This information is intended solely for the recipient noted herein and not for any broad distribution. Version 1.0NTAC:2SE- 18 FEE SCHEDULE causing the overdraft. Unless otherwise agreed, overdraft charges will be determined on a daily basis and assessed monthly against client accounts. For non-U.S. dollar overdrafts, Northern Trust assesses overdraft recovery charges based upon prevailing local market rates. Expenses to be passed through to clients include, but are not limited to: • Commissions and placement or surrender fees. • Execution attributable to settlement and associated activities in specific markets, including but not limited to market opening charges, stamp duty, securities re-registration fees, ADR/GDR agent pass through charges (including tax relief assistance), transfer agent pass through charges, proxy voting physical representation/ad hoc expenses, Legal entity identified registration charges, Deposit/Withdrawal at Custodian (DWAC) charges (Such charges will be passed through to the account where applicable.) • Out of pocket expenses, including but not limited to vendor charges, fees for external legal and tax advice, and legal document processing fees. • Other security-relates charges passed through by depositories. • All charges and expenses that are passed through to clients are dictated by markets or other third parties and are subject to change without notice. Note: all fees are subject to direct debit. Fees are due upon receipt of invoice. Northern Trust reserves the right to modify any client fee schedule should there be a meaningful change in the account structure or services provided. In such event we will notify you 90 days in advance before such change is scheduled to go into effect; a revised fee schedule will be provided to the client. MATERIAL CHANGES AND TERMS The fees quoted above are offered contingent upon the information provided and assume that actual experience will not be materially different from projected activity and/or assumptions. “Material” changes, for the purposes of this provision, will be changes in excess of 10% from the assumptions used. BILLING / INVOICING Market value based fees are based on prior period values, prorated for the current invoice period. For example, the 1Q invoice will use 4Q closing market values. Transaction based fees are charged a period in arrears. For example, transactions from 4Q will be charged on the 1Q invoice. Signed: __________________________________________ ................... Date: ________________________ CLIENT Signed: ___________________________________________ ................. Date: ________________________ NORTHERN TRUST 10/14/2019