COMMONWEALTH of VIRGINIA - VA Treasury

COMMONWEALTH of VIRGINIA DAVID L. RICHARDSON

TREASURER OF VIRGINIA

MEMORANDUM

TO: Treasury Board Members

Department of the Treasury

August 10, 2022

FROM: David L. Richardson b LR._ SUBJECT: August 17, 2022 Board Meeting and Board Package

P.O. BOX 1879

RICHMOND, VIRGINIA 23218-1879

(804) 225-2142

FAX (804) 225-3187

Attached is the Board package for the August 1 7, 2022 Treasury Board meeting. The meeting will be held at 9:00 a.m. in the Treasury Board Room on the third floor of the James Monroe Building.

Public comments will be received at the beginning of the meeting. Please see the attached agenda for the action items.

I look foiward to our meeting on Wednesday. Board materials are also available online at https://www.trs.virginia.gov/Boards-Authorities/Treasury-Board.

Attachments:

cc: The Honorable Stephen Cummings, Secretary of Finance Donald Ferguson, Senior Assistant Attorney General April Kees, Senate Finance Committee Staff Director Anne Oman, House Appropriations Committee Staff Director

Master File - 1 of 448

Agenda Commonwealth of Virginia Treasury Board

August 17, 2022 – 9:00 a.m.

Call to Order

1. Approval of April 13, 2022 Minutes

Public Comment

Action Item

2. Motion to Approve the Election of Yvonne Scruggs, Executive Assistant forthe Department of the Treasury, to Serve as Secretary to the Commonwealthof Virginia Treasury Board Pursuant to 2.1-234.25 of the Code of Virginia –(David Swynford) – Page 14

3. Resolution to Recognize Manju Ganeriwala – (David Swynford) – Page 16

4. Resolution Approving the Plan of Finance for the Issuance and Sale of RevenueBonds for the Benefit of Christopher Newport University Real Estate Foundation(New Administration Building)- (Richard Rhodemyre) – Page 108

5. Resolution Approving the Plan of Finance for the Issuance and Sale of RevenueRefunding Bonds for the Benefit of Christopher Newport University Real EstateFoundation (Refinancing of a Student Housing Complex) - (Richard Rhodemyre) –Page 177

6. Motion to Begin the Final Stage of the Administrative Process to Amend the VirginiaSecurity For Public Deposit Act Regulations – (Laura Lingo) – Page 180

Board Briefing

7. Optimal Services Group of Wells Fargo Advisors Briefing on the 2nd QuarterPerformance Reports for the Extended Duration Credit Portfolio and TICRInvestment Portfolio - (Bryce Lee) – Page 226, Page 270

Staff Reports

8. Debt Managementa. Debt Calendar - 34b. Master Equipment Leasing Program – Page 335c. Virginia Energy Leasing Program – Page 339

9. Security for Public Deposits - Page 342

10. State Non-Arbitrage Program – Page 355

11. Investments – Page 376a. General Account – Page 380b. LGIP – 38

The next Board meeting will be held September 14, 2022.

Adjourn

TREASURY BOARD COMMONWEALTH OF VIRGINIA

April 13, 2022 9:00 a.m.

Treasury Board Room – 3rd Floor James Monroe Building

101 N. 14th Street, 3rd Floor Richmond, Virginia

Members Present: Manju S. Ganeriwala, Chairwoman Neil Amin James Carney David Von Moll

Members Absent: Craig Burns

Meeting Guests: Lauren Figg Auditor of Public Accounts Scott Detar Bank of America Kevin Larkin Bank of America Don Ferguson Office of the Attorney General Andrea Peeks House Appropriations Staff Markita Heard JP Morgan Chase George Scruggs Kutak Rock Anne Curtis Saunders McGuire Woods TW Bruno McGuire Woods Bryce Lee Optimal Service Group Karen Logan Optimal Service Group Emily Grimes Department of Planning and Budget Nelson Bush PFM Asset Management LLC Christine Ilarina PRAG Janet Lee PRAG Steve Peyser PRAG Sean Ekiert Raymond James Ron Tillett Raymond James June Jennings Secretary of Finance Adam Rosatelli Senate Finance and Appropriations Committee David Cohn Department of the Treasury Leslie English Department of the Treasury Brad Jones Department of the Treasury Laura Lingo Department of the Treasury Jay Mahone Department of the Treasury John Ockerman Department of the Treasury Sandra Stanley Department of the Treasury David Swynford Department of the Treasury Stuart Williams Department of the Treasury

Chairwoman Ganeriwala welcomed and introduced David Cohn, Virginia Management Fellow (VMF), who is assigned to the Department of the Treasury. Mr. Cohn will be working with Treasury


in the Division of Cash Management and Investments over the next nine months. Mr. Cohn recently completed his first VMF nine-month rotation with the Department of Planning and Budget. Mr. Cohn is a Harvard graduate with a degree in Economics and a minor in Government. Mr. Cohn thanked Chairwoman Ganeriwala for the warm welcome. David Von Moll announced to the Board that after almost 44 years of service with the Commonwealth, he will be leaving as State Comptroller effective April 15. Mr. Von Moll expressed his appreciation to the Board. He introduced Randy McCabe who has been appointed as State Comptroller. Chairwoman Ganeriwala thanked Mr. Von Moll for his service to the Board and the Commonwealth and congratulated Mr. McCabe on his appointment. Call to Order and Approval of Minutes Chairwoman Ganeriwala welcomed the Board members and called the meeting to order at 9:05 a.m. Chairwoman Ganeriwala asked if there were any changes or revisions to the minutes of the March 16, 2022 meeting. No changes were noted. Chairwoman Ganeriwala asked for a vote of approval of the minutes. James Carney moved for approval, Mr. Von Moll seconded, and the motion carried unanimously. Public Comment None Action Items Resolution Approving the Plan of Finance for the Issuance and Sale of Virginia College Building Authority (VCBA) Educational Facilities Revenue and Federally Taxable Revenue Bonds (21st Century College and Equipment Programs), Series 2022A and 2022B Leslie English presented the Preliminary Financing Summary for the issuance of $597.4 million of Virginia College Building Authority, Educational Facilities Revenue Bonds, Series 2022A and Educational Facilities Federally Taxable Revenue Bonds, Series 2022B. The proceeds of the 2022 Bonds are being used to (i) finance certain capital projects and acquire equipment for public institutions of higher education in the Commonwealth and (ii) pay the costs of issuing the 2022 Bonds. The Bonds are scheduled for negotiated sale on May 12, 2022 with an anticipated delivery date of June 1, 2022. The estimated true interest cost as of April 12, 2022 is: Aggregate 3.3146% Series 2022A 3.3028% Series 2022B 3.59%

Given the VCBA’s plan to issue the 2022 Bonds through a negotiated sale rather than the traditional competitive bid process, Leslie introduced the financing team and asked Janet Lee of PRAG to provide the Board with a market overview and a review of the bond structures being considered. Discussion ensued.


James Carney asked how the underwriters’ compensation was being set. Steve Peyser of PRAG responded that the underwriters will get a fixed percentage with the book running senior manager of each series carrying the highest liability and compensation. Mr. Carney asked if in light of rising interest rates if any consideration had been given to the maximum interest rate parameter contained in the resolution being changed to a spread over benchmark rates. Bradley Jones responded that the Treasury Board resolution mirrors the VCBA resolution previously adopted so it would be a challenge to change the Treasury Board’s resolution since any flexibility gained by the change would still be limited by the prior VCBA resolution. Chairwoman Ganeriwala stated that Treasury can look into this in the future. Neil Amin commented that we should keep in mind that when rates come down, spreads will change again. Mr. Amin commented that the proposed Preliminary Official Statement discusses the Commonwealth’s budget status. He asked if our current state of the budget affects pricing. Chairwoman Ganeriwala responded that it does not because we still have some time to get the budget adopted before the end of the fiscal year. Ms. Lee further commented that historically Virginia adopts budgets on time. In addition, ratings are expected back this month and no concerns had been raised in this regard. Mr. Jones commented that the payment dates are structured in February and August of each year to ensure sufficient time is allowed for a budget to be adopted before the first payment is due in the fiscal year. George Scruggs from Kutak Rock LLP, bond counsel to the VCBA, reviewed the Resolution. Chairwoman Ganeriwala asked for a motion to approve the Resolution. Mr. Von Moll moved that the Resolution be adopted. Mr. Carney seconded, and the motion carried unanimously. Resolution Approving the Plan of Finance for the Issuance and Sale of School Educational and Technology Notes Series XXII and Resolution Approving the Plan of Finance for the Issuance and Sale of School Security Notes Series X by the Virginia Public School Authority (VPSA) Jay Mahone presented the Preliminary Financing Summary for the issuance of $68.1 million of School Technology and Security Notes. The proceeds of the Notes are being used primarily to make grants to establish a computer-based instructional and testing system for the Standards of Learning and to develop the capability for high-speed Internet connectivity. The remainder of the proceeds will be used as grants to help offset the costs associated with the purchase of authorized security equipment. The Notes are scheduled for competitive sale through an auction process on May 3, 2022, with a closing on or about May 24, 2022. The projected true interest cost as of April 12, 2022 is 2.38%. Mr. Mahone indicated that the MuniAuction electronic bidding platform from Grant Street Group will be used for this financing. Chairwoman Ganeriwala asked members of the Board to notify her of their interest in viewing the electronic auction process. Mr. Carney questioned if there is a restriction on the investment of bond proceeds and any monies that might be set aside for defeasance at a later date. Mr. Mahone indicated that the language in the Resolution refers to permitted investments within the Code of Virginia. Mr. Mahone further indicated that proceeds will be deposited into SNAP, which is an allowable investment. Anne Curtis Saunders confirmed that the Board Resolution does recite the investment of the funds.


Ms. Saunders, representing McGuire Woods LLP, reviewed the School Technology and Security Notes Resolutions being considered by the Treasury Board. Discussion ensued. Chairwoman Ganeriwala suggested that in the future, staff look into combining Resolutions for the VPSA School Educational and Technology Notes and School Security Notes Programs. Chairwoman Ganeriwala asked for a motion to approve the School Educational Technology Resolution. Mr. Von Moll moved that the Resolution be adopted. Mr. Amin seconded, and the motion carried unanimously. Chairwoman Ganeriwala asked for a motion to approve the School Security Equipment Resolution. Mr. Von Moll moved that the Resolution be adopted. Mr. Carney seconded, and the motion carried unanimously. Motion to Procure a Line of Credit for the Master Equipment Leasing Program Ms. English reviewed the motion to procure a line of credit for the Master Equipment Leasing Program. The current contract is with Bank of America Public Capital Corp. and was awarded in the amount of $60 million effective August 1, 2020 to July 31, 2021. In June 2021, Treasury exercised the option to extend the contract an additional 12 months. Effective August 1, 2021 through June 31, 2022, Treasury increased the line of credit for an additional $20 million to $80 million. Currently, no extensions remain on the contract, thus the contract expires on July 31, 2022. If approved, Treasury is planning to issue a solicitation by mid-May 2022 with bids due mid-June 2022 to ensure a new line of credit is in place at the expiration of the current contract. The motion allows Treasury to move forward with the procurement of a new line of credit and delegates execution of a new Master Lease Agreement to the State Treasurer. Discussion ensued. Mr. Carney asked if Bank of America Public Capital Corp. is anticipated to participate in this solicitation. Kevin Larkin of Bank of America confirmed that the bank will participate in the solicitation. Chairwoman Ganeriwala asked for a motion to procure a line of credit for the Master Equipment Leasing Program. Mr. Von Moll moved approval of the motion, Mr. Carney seconded, and the motion carried unanimously. Motion to Approve the Amended General Account Investment Guidelines Statement of Investment Policies and Goals Chairwoman Ganeriwala provided context on The Optimal Service Group (OSG) and Treasury’s review of the Primary Liquidity Pool benchmark. Bryce Lee of OSG provided a summary of what historically has been the benchmark and discussed their recommendation going forward. OSG recommends modifying the current benchmark of the one-year Constant Treasury to a rolling nine-month average of the one-year Constant Treasury. Using the rolling nine-month average addresses the spot rate nature of the index relative to the portfolio. This new modified index improves the reasonableness and fit of the index. The investment guidelines continue to have a 10 basis point (0.10%) hurdle on top of the benchmark.


Mr. Carney questioned the turnover rate of the portfolio to which Mr. Lee stated about nine months. Stuart Williams shared that it has been as low as six months or high as 12 months. Mr. Amin asked if policy specifies the timeframe. Mr. Lee responded that policy states that it has to be one year or less, but it is at Treasury’s discretion. Discussion ensued. Mr. Lee shared that OSG looked at other states (nine) in their review. Mr. Carney asked how many states did not have a benchmark to which Mr. Williams responded three states did not have a benchmark. Mr. Carney asked what the purpose of the benchmark is. Mr. Lee responded that the purpose of the benchmark for Treasury is to serve as a standard of measure. It does not change how Treasury runs its portfolio or make investments. Mr. Williams shared that it serves as a target. Discussion ensued. Mr. Amin asked about the return on the portfolio versus the return on holding it for one-year Constant Treasury for the same time period. Mr. Lee answered that historically, Virginia has not tracked the overall return. Technology needs to be updated in this regard and the cost to do so is quite expensive. Discussion ensued. Mr. Williams presented the substantive change to the investment guidelines that is being proposed effective July 1, 2022. Reporting will be changed accordingly. Comparisons will be done for the past couple of years. Chairwoman Ganeriwala thanked Deputy Treasurer David Swynford and the rest of the team for their work on this matter. Chairwoman Ganeriwala asked for a motion to approve the updated guidelines with the additional two changes presented. Mr. Von Moll moved it; Mr. Amin seconded and the motion carried unanimously. Staff Reports Debt Management Mr. Jones informed the Board that during the week of March 21, 2022, notice was provided to George Mason University that under the Board’s delegated authority, the State Treasurer provided approval of the transaction that was presented at the March 16, 2022 Treasury Board meeting. He also provided a brief summary of the results of the Virginia Public Building Authority bonds that were sold on April 5, 2022 and he noted that a Final Financing Summary will be included in the next Board package. Mr. Jones then reviewed the Debt Calendar as of April 1, 2022. Mr. Jones also reviewed the leasing reports as of March 31, 2022. There was no activity with the Master Lease Program. There is approximately $56 million available on the current line of credit. There was no activity with the Energy Lease Program. There is approximately $38.5 million available on the current line of credit.


Security for Public Deposits Laura Lingo reviewed the Security for Public Deposits Report (SPDA) for the month ended February 28, 2022. No depositories were undercollateralized for the month of February. Trustar Bank became a new pooled depository in February. IDC ratings were received and updated in February. We are now using 4th quarter IDC ratings. Trustar Bank qualified public depository was ranked below average during the month of February. Virginia National Bank is no longer considered below average. Ms. Lingo also reviewed the monthly compliance statistics reports. Ms. Lingo provided an update on the SPDA regulations review process. It is currently in the second phase. The 60-day comment period ends April 15, 2022. To date, only two comments have been received. The next step is to review and respond to all comments and determine if additional changes are needed. The final regulations must be submitted to the Virginia Town Hall in 180 days (mid-October). State Non-Arbitrage Program Nelson Bush of PFM Asset Management reviewed the SNAP report as of March 31, 2022. Mr. Bush provided market commentary. Effective April 12, 2022, the consumer price index is at 8.5%. Effective April 13, 2022, the producer price index is at 11.2%. Fed governors are talking of potential 50 basis points moves this year. Some market participants are worried about a recession. The fund’s assets were valued at $4.9 billion. The monthly yield was 0.3055%, higher from February’s yield of 0.1007%. The weighted average maturity of the fund was 42 days. There were $117 million in new bond issuances for the month. Investments John Ockerman provided a summary of the monthly investments. In mid-March, the FOMC raised policy rates to a range of 0.25% to 0.50% as had been widely expected. Also, Mr. Ockerman shared that securities lending contributed $435,728 to income for the month, which is one of highest, if not the highest in the history of the program. The General Account portfolio was valued at $22.3 billion. The average yield on the Primary Liquidity portion of the General Account was 0.42%; the month prior was 0.32%. The Extended Duration portion of the portfolio had a yield to maturity of 2.86%; the month prior was 2.19%. Mr. Ockerman then reviewed the LGIP portfolio. The LGIP portfolio was in compliance for all measures for the month of March. The LGIP portfolio was valued at $8.0 billion. The average gross yield on the portfolio was 0.28%; the month prior was 0.17%. The average maturity declined to 37 days, from the previous month of 41 days. Finally, Mr. Ockerman reviewed the LGIP Extended Maturity portfolio. The LGIP Extended Maturity portfolio was in compliance for all measures for the month of March. The net asset value gross yield to maturity increased to 0.43% from the previous month of 0.38%. The average duration declined to 0.84 years, from the previous month of 0.90 years.


Other Business Chairwoman Ganeriwala informed the Board that Board Secretary Vernita Boone has accepted the position of Public Finance Analyst with the Division of Debt Management. Ms. Boone will continue serving as Special Assistant to the State Treasurer until the State Treasurer’s departure from state government at the end of May. Chairwoman Ganeriwala thanked Ms. Boone for serving as her Special Assistant and as Secretary to the Board. Next, Chairwoman Ganeriwala shared that the Treasury Board is scheduled to meet on May 11; however, to date there are no action items. Chairwoman Ganeriwala will notify the Board members of the need for a May 11 meeting. Members of the Board expressed their appreciation to Chairwoman Ganeriwala for her faithful service to and leadership of the Treasury Board and wished her well in her future endeavors. The meeting adjourned at 11:02 a.m. Respectfully submitted, ____________________________ Vernita Boone, Secretary Commonwealth of Virginia Treasury Board


MOTION TO APPROVE THE ELECTION OF YVONNE SCRUGGS, SPECIAL ASSISTANT TO THE STATE TREASURER, TO SERVE AS SECRETARY TO THE

COMMONWEALH OF VIRGINIA TREASURY BOARD

Pursuant to §2.1‐234.25 of the Code of Virginia, I move to elect Yvonne Scruggs to serve as Secretary to the Commonwealth of Virginia Treasury Board.


Resolution in Recognition and Appreciation of Thirty-Six Years of Public Service by

Manju S. GaneriwalaAugust 17, 2022

WHEREAS, Manju S. Ganeriwala has served the Commonwealth faithfully and tirelessly for over thirty-six years; consistently displaying the courtesy, respect and humility necessary for public service; and

WHEREAS, Manju began her state service in 1985 as a Budget Analyst and later served as Associate Director for the Department of Planning and Budget; she continued her service to the Commonwealth as the Chief Financial Officer for the Department of Medical Assistance Services where she helped transform and lead the agency by managing its finances; and in 2006, she was appointed to the position of Deputy Secretary of Finance by Governor Timothy Kaine in which capacity she provided counsel to the Governor; and

WHEREAS, Manju was appointed to the position of State Treasurer at the Department of the Treasury in 2009 and reappointed by the subsequent four Virginia Governors, and as State Treasurer, has demonstrated the highest standards of professionalism and leadership in all of her responsibilities; and

WHEREAS, serving as State Treasurer, Manju has provided prudent financial stewardship over the Commonwealth’s finances all the while serving on ten different Boards and Authorities, including Chair of the Treasury Board; and

WHEREAS, Manju’s wisdom has helped the Commonwealth manage its finances through a banking crisis, numerous economic downturns, and a pandemic, and such knowledge has allowed the Commonwealth to maintain its coveted triple-A rating by Moody’s, Standard & Poor’s and Fitch; and

WHEREAS, as State Treasurer, Manju has served as a leader at the state and national levels on a wide array of financial matters including being a member of the Municipal Securities Rulemaking Board, President of the National Association of State Treasurers, the first Vice President of the National Association of State Auditors, Comptrollers and Treasurers, Chair of the State Debt Management Network; and a current Trustee of the Financial Accounting Foundation; and

WHEREAS, Manju is the longest serving female State Treasurer in Commonwealth history and has received the Lifetime Achievement Award from Women in Public Finance and the YWCA Outstanding Women in Government and Politics Award; and has dedicated countless hours to sharing her knowledge as a mentor to young women in her sorority and peers in the Virginia Chapter of Women in Public Finance; and

WHEREAS, Manju is a proud graduate of the University of Bombay and the University of Texas at Austin, receiving her Master of Business Administration degree from the latter distinguished university, and is a graduate of the Virginia Executive Institute and the National Institute of Public Finance; and

NOW, THEREFORE, BE IT RESOLVED BY THE MEMBERS OF THE VIRGINIA TREASURY BOARD, that Manju S. Ganeriwala be commended and recognized for her outstanding professional service throughout her tenure and her contributions be called to the attention of the Department of the Treasury, the Commonwealth, and its citizens. She will be greatly missed by friends and colleagues, all of whom wish her relaxation and every joy in her well-deserved retirement.

BE IT FURTHER RESOLVED that a copy of this Resolution shall be included in the minutes of this meeting and that a suitably inscribed copy be transmitted to Manju S. Ganeriwala thereafter.


PRELIMINARY FINANCING SUMMARY Christopher Newport University Real Estate Foundation

August 17, 2022

$28,500,000* Series 2022 (New Administration Building)

Title: Educational Facilities Revenue Bond (Administration Building Project), Series 2022

Issuer: Industrial Development Authority of the City of Newport News (the “EDA”)

Borrower: Christopher Newport University Real Estate Foundation (the “Foundation”)

Legislative Reference: The Legislative Reference is: Section 2.0-I-3, Chapter 2, 2022 Special Session I Virginia Acts of Assembly.

Purpose: (1) To finance (A) the demolition of the CNU North Building (formerly theCNU SunTrust Building, which is owned by the Foundation and located at301 Hiden Boulevard, Newport News, Virginia), (B) the design,construction and equipping of a park at the site (C) the design, equippingand construction of a new approximately 3-story administration building (tobe located at 359 Hiden Boulevard, Newport News, Virginia) for theFoundation and Christopher Newport University (the "University"), and (D)the demolition of the existing United States Post Office building located at359 Hiden Boulevard (collectively, the “Project”); and (2) to finance, if andas needed, capitalized interest on the bonds and costs of issuance related tothe issuance of the bonds, working capital, routine capital expenditures atthe Project described above and other related costs.

Security: - Lease Agreement between the Foundation and the University, and anAssignment of Rents and Leases by the Foundation to the Lender- Prohibition on the use of the Project and Lease as collateral or security forany other loan during the term of the financing (negative pledge).- Debt Service Covenant of 1.00x (sum of net income of the Project, plusdepreciation, depletion, amortization and other non-cash charges, plusinterest expense, divided by current portion of debt service)

Bond Structure:* - $28,500,000* Fixed Rate Term Loan from South State Bank- Drawdown during construction period (up to 24 months)- During construction, monthly payments of interest only on drawn proceeds- After construction (25th month after closing), conversion of outstandingbalance to term loan with level monthly debt service based on a 30-yearamortization.- Fixed interest rate of 3.48% through August 2034- Bank put date 12 years from closing (August 2034), with automaticextension by 8 years to 2042 if Borrower is in compliance with covenants.At Bank put date the rate shall reset at 79% of (7-year swap index + 1.15%),


- Additional Bank put date in 2048, with rate reset at 79% of (7-year swapindex + 1.15%)- Final maturity of August 1, 2054

Pricing Date:* N/A

Dated/Delivery Date:* On or about August 19, 2022

Interest Payment Dates:* Monthly, beginning September 1, 2022

Principal Payment Dates:* Monthly, beginning September 1, 2024

Redemption Provisions:* Prepayable without penalty at any time if prepaid from cash flow, sale of the assets, or transfer to the University. If refinanced with another lender, a prepayment penalty of 3% in years 1-2, 2% in years 3-4, and 1% in year 5 shall apply, with no prepayment penalty after year five.

Preliminary Scheduled Amortization*:

Period Ending Principal Interest

Total Debt Service

Capitalized Interest

Net Debt Service

6/30/2023 261,508.13 261,508.13 -261,508.136/30/2024 786,201.47 786,201.47 -786,201.476/30/2025 406,866.56 897,757.75 1,304,624.31 -150,925.12 1,153,699.196/30/2026 503,775.02 880,664.00 1,384,439.02 1,384,439.02 6/30/2027 521,840.17 862,598.87 1,384,439.04 1,384,439.04 6/30/2028 538,231.10 846,207.93 1,384,439.03 1,384,439.03 6/30/2029 559,853.81 824,585.25 1,384,439.06 1,384,439.06 6/30/2030 579,929.87 804,509.17 1,384,439.04 1,384,439.04 6/30/2031 600,725.88 783,713.17 1,384,439.05 1,384,439.05 6/30/2032 620,173.15 764,265.87 1,384,439.02 1,384,439.02 6/30/2033 644,506.66 739,932.33 1,384,438.99 1,384,438.99 6/30/2034 667,618.37 716,820.64 1,384,439.01 1,384,439.01 6/30/2035 691,558.85 692,880.17 1,384,439.02 1,384,439.02 6/30/2036 714,525.39 669,913.62 1,384,439.01 1,384,439.01 6/30/2037 741,980.30 642,458.70 1,384,439.00 1,384,439.00 6/30/2038 768,587.37 615,851.65 1,384,439.02 1,384,439.02 6/30/2039 796,148.56 588,290.50 1,384,439.06 1,384,439.06 6/30/2040 823,167.34 561,271.68 1,384,439.02 1,384,439.02 6/30/2041 854,216.41 530,222.62 1,384,439.03 1,384,439.03 6/30/2042 884,848.15 499,590.85 1,384,439.00 1,384,439.00 6/30/2043 916,578.38 467,860.64 1,384,439.02 1,384,439.02 6/30/2044 948,263.15 436,175.85 1,384,439.00 1,384,439.00 6/30/2045 983,450.67 400,988.32 1,384,438.99 1,384,438.99 6/30/2046 1,018,716.75 365,722.27 1,384,439.02 1,384,439.02 6/30/2047 1,055,247.41 329,191.61 1,384,439.02 1,384,439.02 6/30/2048 1,092,304.82 292,134.21 1,384,439.03 1,384,439.03 6/30/2049 1,132,257.58 252,181.43 1,384,439.01 1,384,439.01 6/30/2050 1,172,859.79 211,579.24 1,384,439.03 1,384,439.03 6/30/2051 1,214,917.94 169,521.06 1,384,439.00 1,384,439.00 6/30/2052 1,258,161.64 126,277.38 1,384,439.02 1,384,439.02 6/30/2053 1,303,601.35 80,837.69 1,384,439.04 1,384,439.04 6/30/2054 1,350,347.85 34,091.16 1,384,439.01 1,384,439.01 6/30/2055 229,728.93 1,010.90 230,739.83 230,739.83

25,594,989.22 17,136,816.13 42,731,805.35 -1,198,634.72 41,533,170.63


Notes: 1. Presented as Annual Summary. Actual Payment Dates will be Monthly 2. Interest will be capitalized through end of construction (assumed to 7/1/2024) Denomination: $28,500,000* Registration Provisions: Registered Form Method of Sale: Direct Purchase Underwriter/Placement N/A Agent: Credit/Liquidity Provider: N/A Swap Provider: N/A True Interest Cost:* 3.49% Anticipated Ratings: Not Rated Bond Counsel: McGuireWoods LLP Financial Advisor: Raymond James Trustee/Paying Agent: N/A Estimated Cost of Issuance*:

Preliminary Cost of Issuance Worksheet Bond Counsel 95,000.00 Financial Advisor 40,000.00 Borrower’s Counsel 20,000.00 Recording Costs (Negative Pledge) 268.00 Title Search 2,000.00 Other Bank Fees/Expenses - Bank Counsel 8,750.00 IDA Application Fee 400.00 IDA Closing Fee 200.00 IDA Issuance Fee 48,500.00 IDA Counsel Fee - Jones, Blechman 2,000.00 Public Hearing Notice (Daily Press) 2,193.38 Treasury Board Fee (10 BP of Par) 28,500.00 Other 0.00 Total 247,811.38


COMMONWEALTH of VIRGINIA

LEWIS R. McCABE, CPA, CGFM, CGMA Office of the Comptroller P. O. BOX 1971 COMPTROLLER RICHMOND, VIRGINIA 23218-1971

August 9, 2022

MEMORANDUM TO: Bradley L. Jones Director, Debt Management FROM: Lewis R. McCabe SUBJECT: CNU Treasury Board Lease Presentation Christopher Newport University reached out to my staff requesting an analysis of two lease agreements. Please see the attached document for the background and analysis related to the agreements. Please ensure this is included in the August Treasury Board materials. Attachment cc: David L. Richardson, State Treasurer


Christopher Newport University GASB 87 Long-term Leases Analysis

Background:

Christopher Newport University (CNU) contacted DOA concerning two leases they plan to present before Treasury Board concerning student housing and administration. The first lease was entered into in 2002 and they would like to amend the lease based on a refunded bond issuance in 2022. This lease is known as the CNU Apartments lease. The second lease is a new agreement to be entered into in 2022 and is known as the Shenandoah River Hall lease. CNU Apartments is for student housing and Shenandoah River Hall is for administration purposes. Both leases are between CNU and a foundation of CNU. Both leases also are financed by bonds issued through the Economic Development Authority of the City of Newport News and are debt of the foundation. Shenandoah River Hall are new bonds and CNU Apartments are refunding bonds to replace the previously issued bonds for this lease.

The CNU Apartments is an existing lease that began in 2002 and has already been extended a couple of times and is being amended in 2022 to be in effect until 2034. New refunding bonds are being issued this year for financing.

Reporting Issue:

CNU and Treasury reached out to DOA for a determination of whether these arrangements constitute a long-term lease under Section 4-3.03 of Chapter 552, Virginia Acts of Assembly to be presented to Treasury Board. DOA is also evaluating accounting and financial reporting treatment for these arrangements

Conclusion:

Based upon information provided by CNU both of these contracts are Long-term leases per GASBS No. 87, Leases, between CNU and its foundation. CNU should follow all applicable GASB 87 guidance when recording and reporting these leases. Foundation accounting is governed under FASB guidance. Foundation statements should follow FASB lease guidance. For DOA reporting, CNU should report and then eliminate this activity between CNU and the foundation on the Attachment HE-10 since this activity would be intra-entity for statewide reporting. If this is done, the lease activity would be reported as off-balance sheet in DOA’s Report of Off-Balance Sheet Financial Obligations in the Liabilities to Foundations that were Eliminated line item.

It should be understood that for Annual Comprehensive Financial Report (ACFR) purposes, these leases would not be included in the debt schedules or as Long-term Leases in the long-term debt footnote since they are between CNU and its foundation. The bond debt of the foundation would be included in the ACFR and the debt schedules as Foundation debt.


August 9, 2022

MEMORANDUM:

TO: David L. Richardson, Treasurer

FROM: Michael D. Maul

SUBJECT: Christopher Newport University lease agreement

In response to the question regarding Department of Planning and Budget (DPB) approval of Christopher

Newport University (CNU) entering into capital lease agreements with the CNU Real Estate Foundation

(CNUREF), we offer the following:

Section 2.0, paragraph I.3., of Chapter 2, 2022 Acts of Assembly, Special Session I, authorizes CNU to enter

into written agreements with CNUREF, including agreements in connection with the refinancing of certain

housing and office space projects, and also to lease all or a portion of such facilities from CNUREF.

Paragraph I also requires that any such projects shall be consistent with guidelines of the Department of General

Services (DGS). DGS has promulgated guidelines applicable to capital leases in §2.2-1149 of the Code of

Virginia, but since CNU meets the requirements of paragraph 5 of that section, the guidelines are not applicable.

As such, the leases proposed by CNU do not require additional DPB approval.

cc: Adam Henken, DPB

Richard Rhodemyre, Treasury


DEED OF LEASE (New Administration Building)

Page 1 of 22 NewAdmin Lease - Foundation and University 29-Jul-2022

THIS DEED OF LEASE (the "Lease") is executed and effective this _____ day of August, 2022 by and between CHRISTOPHER NEWPORT UNIVERSITY REAL ESTATE FOUNDATION, a Virginia non-stock, non-member, tax-exempt corporation, its successors and assigns (hereinafter “LANDLORD”), and CHRISTOPHER NEWPORT UNIVERSITY, a public institution of higher education of the Commonwealth of Virginia (hereinafter "UNIVERSITY"). As used herein the term ‘party’ may refer to either the LANDLORD or the UNIVERSITY individually, and the term ‘parties’ shall refer to the LANDLORD and UNIVERSITY collectively.

RECITALS

A. LANDLORD is the owner of certain real property located at 359 Hiden Boulevard, Newport News, Virginia 23606 described as approximately 1.951 acres, being 84,997 Sq. Ft. designated as Unit #2, on that certain plat entitled, “Amended Condominium Plat CNU RAPPAHANNOCK CONDOMINIUM Newport News, Virginia” dated as of _______, 2022, and recorded in the Clerk’s Office of the Circuit Court for the City of Newport News, Virginia at Plat Book __, at Page __, to which reference is here made, (as more fully defined below, the "Premises") which such plat is attached to this Lease as Exhibit A; and,

B. LANDLORD shall enter into a construction contract and other agreements as may be necessary to construct, finance, and equip that certain facility now generally known as the “New Administration Building” on the Premises, being a 3-story building of approximately 31,000 sq. ft. for the primary use of the University for administrative offices, and intended to advance the University's mission, for a final total cost not to exceed $25,000,000 (hereinafter, the “Project”); and,

C. LANDLORD shall exercise its diligent best efforts to obtain financing from an appropriate lender for such lender to purchase tax-exempt bonds (hereinafter collectively, the “Bond”) to be issued by the Economic Development Authority for the City of Newport News (the "Issuer") in an amount sufficient to fully fund the construction and equipping of the Project (the “Project Financing”); and,

D. UNIVERSITY is supportive of LANDLORD’S construction and equipping of the Project and the related Project Financing for use of the Project by the UNIVERSITY and commits to lease the Project from LANDLORD pursuant to the terms of this Lease; and,

E. At the conclusion of the Lease Term (hereinafter defined), the Project shall remain the property of the LANDLORD.

NOW THEREFORE in consideration of the foregoing and the mutual covenants and agreements of the parties hereto, as are hereinafter set forth, and for other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged by the parties, LANDLORD hereby agrees to lease to UNIVERSITY and UNIVERSITY hereby agrees to lease from LANDLORD the Premises (hereinafter defined).




WITNESSETH

1. INCORPORATION OF RECITALS. The Recitals set forth above are hereby incorporated in and made a part of this Lease.

2. PREMISES. LANDLORD leases to UNIVERSITY, and UNIVERSITY leases from LANDLORD, the land and all Improvements on the Premises (as defined in §6 hereinafter), including but not limited to all rights of ingress and egress, driveways and access, the parking areas, sidewalks, landscaped areas, roadways, loading areas, service areas, roofs, sprinklers, lighting facilities, corridors, stairways, elevators, restrooms, and the building constructed thereon (collectively, the “Improvements”).

3. USE OF PREMISES. The Premises are to be used and occupied by the UNIVERSITY primarily for administrative offices, together with such supporting uses and amenities and/or for such other uses as it may now or hereafter be empowered by law to use same, subject to the requirement that any such other uses shall not adversely affect the tax-exempt status of the Bond.

4. LEASE TERM. The initial term of this Lease (the "Term") shall commence on the date the Project is substantially complete and delivered to the UNIVERSITY for its occupancy, with an unqualified Certificate of Occupancy from the City of Newport News and terminate on a day that is the later to occur of: (1) the last day of the month following the first full calendar month that is THIRTY (30.0) years after the Project is substantially completed and delivered to the University as herein provided, or (2) the final maturity date of the Bond (the "Termination Date") unless such date is extended or renewed as set out below or sooner terminated pursuant to the terms of this Lease, provided however, in the event the Bond is paid in full on or before the Termination Date, either party may terminate this Lease with sixty (60 days notice.

4.1. At the conclusion of the Term, this Lease shall automatically renew for up to two (2) successive additional five (5) year terms provided however, UNIVERSITY may notify LANDLORD not less than 365 days from the end of the then current Term, or any renewal or extended term of its intention to terminate this Lease at the end of the Term or any renewal or extended term.

5. RENT. The Rent Commencement Date is the day the LANDLORD delivers the Project to the UNIVERSITY for its occupancy, substantially completed together with an unqualified Certificate of Occupancy from the city of Newport News, or any other date after such delivery mutually agreed by the parties, but no later than 12 months from said delivery. On the Rent Commencement Date, the UNIVERSITY shall pay Rent to the LANDLORD as hereinbelow defined. Rent shall be payable in monthly installments to LANDLORD at its offices starting on the Rent Commencement Date, prorated for any partial month if the Rent Commencement Date is a day other than the first day of a calendar month, and continuing on the first day of each calendar month thereafter during the Term of this Lease.

5.1. Rent shall consist of the following: (i) the monthly principal, interest and fees which LANDLORD owes to Lender, and (ii) one twelfth (1/12) of the annual fee due the Economic Development Authority or the City of Newport News for issuance of the Bond




financing the Project (typically based on 1/8th of 1% of the balance of the Bond on June 1 of each calendar year), and (iii) one twelfth (1/12) of annual real estate tax, storm water fees, and related fees billed to the Foundation by the City of Newport News for the Project, and (iv) one twelfth (1/12) of annual cost of insurance for the Project incurred by the Foundation.

5.2. Notwithstanding anything herein to the contrary, at the end of the first twelve (12) years of the Foundation’s fixed rate of interest with Lender, UNIVERSITY shall pay rent to LANDLORD, in an amount that reflects the variable rate of interest on the Bond after such period, and thereafter, at any fixed or variable rate(s) at which the Bond may bear interest, from time to time.

6. CONSTRUCTION OF IMPROVEMENTS. LANDLORD shall construct or cause the construction of the Project, which includes all site work on the Land, the Project, the infrastructure to support all utility systems, the furniture, fixtures and equipping of the Project in accordance with the Plans and Specifications, and related improvements to the Premises (collectively the "Improvements"), in accordance with the provisions of this Section 6 and the construction terms attached hereto as Exhibit C.

6.1. The plans and specifications for construction of the Improvements are attached to this Lease as Exhibit B and incorporated herein by reference (the "Plans and Specifications).

6.2. LANDLORD shall be responsible for the cost and expense of completing the Improvements including, without limitation, general contracting; site planning, and engineering expenses; acquisition and permit costs; engineering and architectural plans; utility work; on-site and off-site road and infrastructure work; hazardous waste and geotechnical testing; soil samples; and all other costs necessary to comply with or meet applicable building codes and inspections and other applicable laws and regulations.

6.3. LANDLORD agrees that during the construction of the Project and Improvements it will make progress reports to and hold project meetings with UNIVERSITY and such consultants to UNIVERSITY as UNIVERSITY shall designate, as UNIVERSITY may deem necessary.

6.4. The Improvements shall be constructed: (1) in a good and workmanlike manner with the materials and equipment specified in, and in the manner and in all other respects in substantial conformity with, the Plans and Specifications and the Site Plan; (2) in accordance with applicable laws and regulations; and (3) completed free of unbonded mechanic's or materialmen's liens and broom clean, clear of all building materials and debris. In the event a mechanic's or materialmen's lien is filed at any time for any work performed or materials supplied, LANDLORD will, at its expense, either have such lien removed or bonded.

6.5. All changes to the Plans or Specifications or the Site Plan shall be made in consultation with UNIVERSITY.

7. POSSESSION, CONDITION OF PREMISES AND ACCESS.

7.1. LANDLORD shall notify UNIVERSITY in writing of the expected date for substantial completion of the Improvements at least sixty (60) days before such date (the "Notice of




Substantial Completion"). During the sixty (60) day period after UNIVERSITY's receipt of the Notice of Substantial Completion, UNIVERSITY may conduct an inspection of the Improvements to determine if there are deficiencies in the construction. If UNIVERSITY finds (i) that such construction has not been satisfactorily completed in accordance with the terms of this lease, in the reasonable opinion of UNIVERSITY, but subject to the completion of any punch list items, which UNIVERSITY acknowledges may be completed after Substantial Completion, or (ii) that all required building inspections or approvals applicable to such construction have not been properly obtained, then UNIVERSITY, in its reasonable discretion, may determine that the Improvements are not substantially completed and request that LANDLORD cause the Premises to be completed in accordance with the Plans and Specifications. Any such deficiencies shall be specified in writing to LANDLORD ("UNIVERSITY Deficiency Notice"). LANDLORD shall promptly address any issues identified in a UNIVERSITY Deficiency Notice, such that the Premises are made available to LANDLORD in accordance with the Site Plan and the Plans and Specifications within sixty (60) days after the date of any UNIVERSITY Deficiency Notice. The failure of the Improvements to satisfy requirements or specifications not included in the Site Plan or the Plans and Specifications shall not be a basis for the issuance of a UNIVERSITY Deficiency Notice.

7.2. On and after the Rent Commencement Date, LANDLORD shall deliver quiet possession of the Premises to UNIVERSITY during the Term and any renewals or extensions thereof. UNIVERSITY shall not be obligated to pay rent to LANDLORD unless and until LANDLORD delivers said quiet possession without any deficiency as described above.

7.3. LANDLORD and its employees, agents and contractors shall have the right to enter the Premises after the Rent Commencement Date to achieve final completion of the Improvements; provided, however, LANDLORD agrees that LANDLORD shall not unreasonably interfere with UNIVERSITY's use of the Premises and shall provide notice to and coordinate such entry and activity as necessary with University offices occupying the Premises.

8. MAINTENANCE, REPAIR, & REPLACEMENT.

8.1. Starting on the Rent Commencement Date and continuously during the Term of the Lease and any renewals or extensions thereof, the UNIVERSITY shall directly pay all operating expenses of the Premises and the Project, including, without limitation, utilities, and all repairs and maintenance of all items of the Project as and when needed to keep the Project and the Premises in good working order and repair. Any replacement of systems (e.g. HVAC), roof, or repair of significant structural or exterior issues shall be the responsibility of the Foundation.

8.2. The UNIVERSITY shall make and LANDLORD shall permit UNIVERSITY to perform all alterations, improvements, decontamination, and additions to the Premises and the equipment upon the Premises, at the UNIVERSITY's expense, as shall be necessary at any time during the Term of this Lease, and any extension or renewal thereof, to comply with the provisions of Federal, State and local laws and regulations pertaining to health, safety, public welfare, and environmental protection, including laws and regulations pertaining to asbestos, carbon monoxide, polychlorinated biphenyls, urea formaldehyde, lead paint,




radon, petroleum product storage tanks, and freon, regardless of the effective date of law or regulation unless the Premises are grandfathered from such laws or regulations.

8.3. During the Term and any extension or renewal of the Term, it shall be the sole responsibility and obligation of the UNIVERSITY, at its expense and in accordance with applicable laws, technical publications, manuals and standard procedures, to (i) properly maintain and repair all equipment and non-trade fixtures in good working order and to perform any required repairs and maintenance, and (ii) keep all plumbing, heating, air conditioning, electrical and mechanical devices, appliances and equipment of every kind or nature affixed to or serving the Premises in good repair, condition and working order. All equipment and systems shall be maintained to provide reliable, energy efficient service, without unusual interruption, disturbing noises, exposure to fire or safety hazards, uncomfortable drafts, excessive air velocities, or unusual emissions of dirt. As used herein, the word "repair" shall be deemed to include replacement of broken or cracked glass.

8.4. During the Term and any extension or renewal of the Term, The UNIVERSITY shall be responsible for all repairs, maintenance of any portion of the Project under this Lease, including Common Area and Project maintenance and repairs; janitorial; access control; Project security and life safety functions; repairs of the doors, hardware, windows, ceiling tile, flooring, fixtures, heating, ventilating, and air conditioning facilities located in or servicing the Premises; janitorial services and snow and ice removal for the Premises include all personal property, the supply and replacement of all supplies, materials, and equipment necessary for such maintenance.

9. DAMAGE OR DESTRUCTION OF THE PREMISES.

9.1. If the Premises are damaged by fire, lightning, windstorm, tornado, earthquake, civil disturbance, flood, acts of nature or other casualty loss, and the Premises are untenantable or unusable for the UNIVERSITY’s purposes then in such event the LANDLORD shall fully restore and rebuild the Premises at its expense. During the period when the Premises are untenable or unusable in whole or in part and being restored or rebuild by LANDLORD, the UNIVERSITY Rent due shall abate in whole or in part for the untenable or unusable portion of the Premises and LANDLORD shall continue to make all monthly payments on the Bond. As soon as the Premises are restored or rebuilt by LANDLORD to be both tenable and usable, then the period of the UNIVERSITY abated rent shall end, the UNIVERSITY shall recommence its rent payments to LANDLORD, and this Lease shall continue pursuant to the terms and conditions herein.

9.2. If the LANDLORD fails to make all repairs, replacement, restoration, or renovation as required in this section, or as otherwise required in this Lease where no other remedy is expressly provided, within a reasonable time after written notice to the LANDLORD, then the UNIVERSITY may with its own resources repair, replace, restore or renovate the Premises and may deduct the reasonable costs of the repairs, replacement, restoration, and renovation from the Rent or other payments otherwise due to the LANDLORD under the terms of this Lease, or any renewal or extension thereof, or the UNIVERSITY may collect all such costs from the LANDLORD in any manner provided by law, if the LANDLORD has not paid for such repairs within 30 days after receipt of billing therefore from the UNIVERSITY.




10. ALTERATIONS. Subject to other terms herein, UNIVERSITY or its subtenants, at their sole cost and expense, may make structural and non-structural alterations and additions to the Premises that do not reduce the value of the Premises with the prior written consent of LANDLORD, which consent shall not be unreasonably withheld, conditioned, or delayed. UNIVERSITY or its subtenants, at their sole cost and expense, may install fixtures, partitions and make such other improvements as UNIVERSITY may deem proper. The title and ownership of materials used in such alterations and additions, and all fixtures, partitions, and other improvements made and/or installed by UNIVERSITY shall remain in UNIVERSITY until the expiration or earlier termination of this Lease. LANDLORD shall have no obligation to repair or replace any alterations or additions constructed by UNIVERSITY.

11. UTILITIES AND SERVICES. Throughout the term hereof, and provided LANDLORD has assured all utilities are properly and effectively installed and available to UNIVERSITY, UNIVERSITY shall be responsible for and shall promptly pay as and when due all charges for heat and air conditioning as conditions require, water, gas, electricity, telephone, cable television, internet services, sanitary sewer and other utilities used or consumed in, on or upon the Premises.

12. INSURANCE

12.1. LANDLORD shall maintain a Commercial General Liability insurance policy, providing coverage for bodily injury and property damage, with limits of liability not less than $1,000,000 per occurrence and $2,000,000 aggregate with coverage for Premises/Operations, Products/Completed Operations, Contractual, Owners and Contractors Protective Liability (during construction of the Improvements), and Personal Injury. UNIVERSITY shall reimburse LANDLORD for all premium costs with respect to such insurance coverage as a part of the monthly rent payable to LANDLOD as set out in herein, as amended from time to time as to the cost incurred by LANDLORD for providing such insurance.

12.2. LANDLORD shall ensure Builders Risk coverage is in place with the Contractor in the amount of the construction cost of the Improvements which such insurance may be obtained by and paid for by Contractor as a part of its construction contract.

12.3. LANDLORD shall ensure that all contractors and subcontractors hired by LANDLORD through the Contractor who will be entering onto the Premises for the purpose of construction of the Improvements, obtain the following insurance policies before engaging in construction of the Improvements, and maintain such insurance coverage while engaged in such construction requiring entrance on the Premises: a Commercial General Liability insurance policy, providing coverage for bodily injury and property damage, with limits of liability not less than $1,000,000 per occurrence and $3,000,000 aggregate with coverage for Premises/Operations, Products/Competed Operations, Contractual, Owners and Contractors Protective Liability coverage, and Personal Injury; Employers Liability of at least $500,000; and Workers Compensation coverage meeting statutory requirements in the Commonwealth of Virginia; Automobile Insurance with a minimum combined single limit of liability for bodily injury and property damage of $1,000,000 per accident, with coverage for owned, hired, and non-owned automobiles.




12.4. LANDLORD shall not be responsible for any loss, damage, or expense to UNIVERSITY's tangible personal property unless such loss, damage or expense is the result of LANDLORD's negligence or willful misconduct.

12.5. LANDLORD will cause UNIVERSITY to be named as additional insured on all Commercial General Liability Insurance policies with respect to the Premises for liabilities, claims, losses or causes of action arising from the acts or omissions of LANDLORD, and, in addition, LANDLORD shall ensure that UNIVERSITY is named as additional insureds on the Commercial General Liability insurance policies of all contractors and subcontractors, and the proper names are: The Commonwealth of Virginia, and the Rector and Visitors of Christopher Newport University, its officers, and employees.

13 ACCESSIBILITY BY PERSONS WITH DISABILITIES. In addition to any other requirements or covenants in this Lease, and at all times during the Term, LANDLORD agrees that, as to the Premises, it has fully complied, or will comply, to the fullest extent required by law, with Americans With Disabilities Act of 1990, and the regulations and standards promulgated thereunder.

14 DISCLOSURES; NON-WAIVER

14.1 LANDLORD understands and acknowledges that UNIVERSITY is an agency of the Commonwealth of Virginia and with respect to tort liability for acts or occurrences on or about the Premises, including product liability, the Commonwealth and UNIVERSITY are either (i) constitutionally immune (or partially immune) from suit, judgment or liability, (ii) insured, or (iii) covered by a financial plan of risk management that is in the nature of self-insurance, all as determined by applicable laws, government policies and practices.

14.2 LANDLORD understands and acknowledges that UNIVERSITY has not agreed to provide any indemnification or save harmless agreements running to LANDLORD. No provision, covenant or agreement contained in this Lease shall be deemed to be a waiver of the sovereign immunity of the Commonwealth of Virginia or UNIVERSITY from tort or other liability.

14.3 This Lease shall be governed by, and construed according to, the laws of the Commonwealth of Virginia. The parties choose the City of Newport News, Virginia, as the venue for any action instituted pursuant to the terms of this Lease.

14.4 Notwithstanding any other provision of this Lease, if UNIVERSITY shall cease to exist, and is not replaced by a successor entity with similar powers and purposes, or its powers and authority are limited so as to not permit the continued use of the Premises for the purpose and use for which same are leased, then this Lease and all responsibility or obligations of UNIVERSITY under this Lease shall terminate. In such event, UNIVERSITY will endeavor to give as much notice as is reasonably possible, but in no event less than 365 days of the event triggering the termination of this Lease and the anticipated termination date.

14.5 To the extent permitted by law, the UNIVERSITY shall not take any action with respect to the Project that would adversely affect the exemption of interest on the Bond




from gross income for federal income tax purposes or would otherwise result in a breach of any representations, conditions or covenants of the LANDLORD as set forth in the documents evidencing, securing or relating to the Bond and/or the financing arrangements involving the Bond, all of which have been made, and are, available to the UNIVERSITY upon request.

14.6 Subject to Section 14.7 below, UNIVERSITY’s obligation to pay Rent and hereunder shall continue unabated for 30 years, unless the Foundation’s loan on the Project is sooner renegotiated, in which case the amount owed as Rent shall be renegotiated. Should the University exercise its option to renew this lease for any period beyond the initial term, the parties may renegotiate the University’s rent obligation.

14.7 Agencies of the Commonwealth of Virginia cannot expend funds unless appropriated by the Virginia General Assembly and may not obligate a future session of the Virginia General Assembly. Therefore, notwithstanding any provision in this Lease to the contrary, if any session of the Virginia General Assembly fails to appropriate sufficient funds for the continuance of this Lease, this Lease and all obligations hereunder shall automatically terminate upon depletion of the then currently appropriated or allocated funds.

15 Intentionally Omitted

16 NOTICES. Any notice, payment, demand, consent, approval, request or other communication or document to be provided hereunder to UNIVERSITY or LANDLORD (a) shall be in writing, and (b) shall be deemed to have been provided on the earlier of (i) (A) five (5) business days after being sent as certified or registered mail in the United States mail, postage prepaid, return receipt requested, or (B) the next business day after having been deposited (in time for delivery by such service on such business day) with Federal Express or another national courier service, or (C) (if such party's receipt thereof is acknowledged in writing) upon having been sent by facsimile or another means of immediate electronic communication, in each case to the address of such party as such party may designate from time to time by notice to each other party hereto, or (ii) (if such party's receipt thereof is acknowledged in writing) its having been given by hand or other actual delivery to such party to an individual authorized to accept such notice.

Addresses for notice:

To UNIVERSITY: Jennifer B. Latour, Chief Financial Officer Christopher Newport University 1 Avenue of the Arts, Newport News, VA 23606 With a copy to: Christopher Newport University Maureen Matsen, Senior Assistant Attorney General and




University Counsel 1 Avenue of the Arts Newport News, VA 23606

To LANDLORD: CNU Real Estate Foundation 1 Avenue of the Arts, CNU North Newport News, VA 23606 Attn: Chief Executive Officer With a copy to: Michael C. Martin, President Christopher Newport University Real Estate Foundation 1 Avenue of the Arts Newport News, VA 23606

16.3 Any notice required or permitted to be given under this Lease shall be deemed given if provided in accordance with the foregoing paragraph of this Section 16; provided, however, that either party may change its address for notice purposes by timely notice to the other party.

17 BINDING EFFECT; AMENDMENTS. The covenants, agreements, and rights contained in

this Lease shall bind and inure to the respective heirs, personal representatives, successors and assigns of LANDLORD and UNIVERSITY. This Lease constitutes the entire, full, and complete understanding and agreement between LANDLORD and UNIVERSITY, and all representations, statements, warranties, covenants, promises or agreements previously made or given by either party to the other are expressly merged into this Lease and shall be null, void and without legal effect. Neither party, nor any agent of either party, has any authority to alter, amend or modify any of the terms of this Lease, unless the amendment is in writing and executed by all parties to this Lease with the same formality as this Lease; provided further, however, that no such amendment shall be made without the written consent of the lender or any subsequent Bondholder until the Bond has been paid in full.

18 DEFAULT.

18.1 As used in this Agreement, each of the following events shall constitute an "Event of Default": if UNIVERSITY (i) fails to pay any Rent or other sum which it is obligated to pay to LANDLORD under this Lease, when and as it is due and payable hereunder and without demand therefor, (ii) fails to perform any of its obligations under this Lease, or (iii) does or permits anything to be done in, or in connection with its use or occupancy of, the Premises beyond any applicable notice and/or cure periods.

18.2 Anything in this Article to the contrary notwithstanding, if an Event of Default occurs LANDLORD shall not exercise any right or remedy on account thereof which it holds under this Lease or applicable law unless and until:




18.2.1 LANDLORD shall so notify in writing UNIVERSITY which shall have the right to cure such Event of Default; and UNIVERSITY fails to cure such Event of Default (i) if such Event of Default consists of a failure to pay money, within forty-five (45) days after LANDLORD gives such written notice to UNIVERSITY, or (ii) if such Event of Default consists of something other than a failure to pay money, within ninety (90) days after LANDLORD gives such written notice to UNIVERSITY (or, if such Event of Default cannot be reasonably cured within ninety (90) days, such additional time, as shall be reasonably required to effect such cure provided that UNIVERSITY is proceeding with reasonable diligence, but in no event more than an additional ninety (90) days); provided, however, that if an Event of Default and/or UNIVERSITYs inability to cure such Event of Default within the prescribed time period is caused directly by force majeure, or Acts of God, and matters outside the reasonable control of UNIVERSITY, LANDLORD shall not exercise any right or remedy on account thereof which it holds under this Lease or applicable law so long as UNIVERSITY acts diligently, with dispatch, and in good faith to cure such Event of Default.

18.3 If an Event of Default occurs (unless waived by LANDLORD in writing after receipt of notice pursuant to the provisions hereof), then subject to the provisions of the subsection above, LANDLORD may pursue all remedies available under applicable law.

18.4 LANDLORD shall be deemed in default of its obligations under this Lease if LANDLORD shall fail to perform, in a timely manner in accordance with the terms of this Lease, any obligation under this Lease required to be performed by LANDLORD, or if any LANDLORD representation made herein is false in any material respect (each a "LANDLORD Event of Default") and such LANDLORD Event of Default shall continue for ninety (90) days after written notice of such failure from UNIVERSITY to LANDLORD (or, if such LANDLORD Event of Default cannot be reasonably cured within ninety (90) days, such additional time, as shall be reasonably required to effect such cure provided that LANDLORD is proceeding with reasonable diligence, but in no event more than an additional ninety (90) days); provided, however, that if a LANDLORD Event of Default and/or LANDLORD's inability to cure such LANDLORD Event of Default within the prescribed time period is caused directly by force majeure, or Acts of God, and matters outside the reasonable control of LANDLORD, UNIVERSITY shall not exercise any right or remedy on account thereof which it holds under this Lease or applicable law so long as LANDLORD acts diligently, with dispatch, and in good faith to cure such LANDLORD Event of Default. If LANDLORD fails to complete such cure as provided above, then UNIVERSITY shall thereupon be entitled to exercise any and all remedies available to UNIVERSITY for such default under this Lease or at law or in equity. Without waiving or limiting any other remedies available to UNIVERSITY, upon such default by LANDLORD (and subject to the notice and cure rights of LANDLORD), UNIVERSITY shall be entitled (but not obligated) to perform or cause such obligations to be so performed on




behalf of LANDLORD, and UNIVERSITY may deduct from any future Rent payments its reasonable out-of-pocket costs and expenses incurred in so doing.

19 PRESUMPTIONS. No presumption shall be created in favor of or against any of the parties to this Lease with respect to the interpretation of any term or provision of this Lease due to the fact that this Lease, or any part hereof, was prepared by or on behalf of one of the parties hereto.

20 ASSIGNMENT AND SUBLETTING. The UNIVERSITY may not assign this Lease. However, the UNIVERSITY may sublet the Premises, with the written consent of LANDLORD, which consent shall not be unreasonably withheld, conditioned, or delayed, provided however that the proposed sublease does not reduce the value of the Premises, and will in no way adversely affect the tax-exempt status of any outstanding bonds.

21 BROKERAGE. Each party hereto represents and warrants to the other that in connection with the primary lease of the Premises, the party so representing and warranting has not dealt with a real estate broker or agent and there is no commission, charge, or compensation due on account thereof.

22 NO THIRD-PARTY RIGHTS. Except as expressly set forth herein, nothing in this Lease shall be construed as giving any third parties rights hereunder, and there are no third-party beneficiaries hereunder.

23 HEADINGS. The heading of the sections of this Lease are inserted for convenience only and do not alter or amend the provisions that follow such headings.

24 MEMORANDUM OF LEASE. This Lease shall not be recorded. The parties will execute a Memorandum of Lease in the form attached as Exhibit D which may be recorded at the expense of the party who wishes to record the Memorandum of Lease.

25 RESPOSIBILITY. The Parties shall be responsible for their own acts or omissions in any way related to the occupancy, maintenance, or use of Premises.

26 ENVIRONMENTAL COMPLIANCE.

26.1 The following terms shalt have the meaning set forth in this Section 27, except as otherwise expressly provided in this Lease:

26.1.1 "Environmental Law": Any applicable federal, state or local statute, law, ordinance, rule, regulation, code, license, permit, authorization, approval, consent, order, judgment, decree, injunction, directive, requirement by, of, or agreement with any governmental agency, existing as of the date this Lease is fully executed and as amended thereafter, relating to: (A) the protection, preservation or restoration of the environment (including, without limitation, air, water, vapor, surface water, ground water, drinking water supply, surface land, subsurface land, plant and animal life, or any other natural resource), or to human health and safety; or (B) the exposure to, or the use, storage, recycling, treatment, generation, transportation, processing, handling, labeling, production, release or disposal of, Hazardous Substances. Environmental Law also includes, without




limitation, any common law or equitable doctrine (including, without limitation, injunctive relief and tort doctrines such as negligence, nuisance, trespass and strict liability) that may impose liability or obligations for injuries or damages related or incidental to, or threatened as a result of, the presence of or exposure to any Hazardous Substance and the following statutes and implementing regulations: (1) the Clean Air Act, as amended (42 U.S.C. Section 7401 et seq.); (2) the Water Pollution Control Act, as amended (33 U.S.C. Section 1251 et seq.); (3) the Resource Conservation and Recovery Act, as amended (42 U.S.C. Section 6901 et seq.); (4) the Comprehensive Environmental Response, Compensation and Liability Act, as amended (42 U.S.C. Section 9601 et seq.); (5) the Toxic Substances Control Act, as amended (15 U.S.C, Section 2601 et seq.); and (6) the Occupational Safety and Health Act, as amended (29 U.S.C. 651 et seq.).

26.1.2 “Hazardous Substance": Any substance, whether liquid, solid, or gas, that is listed, defined, designated, or classified as toxic, hazardous, radioactive, or dangerous under any Environmental Law, whether by type or by quantity. Hazardous Substance includes, without limitation, any explosive or radioactive material, asbestos, asbestos containing material, urea formaldehyde foam insulation, polychlorinated biphenyls, special waste or petroleum products or any derivative or by-product thereof, radon, methane, toxic waste, pollutant, contaminant, hazardous waste, toxic or hazardous substances, or related materials, as defined in any applicable Environmental Law.

26.2 LANDLORD shall comply with all applicable Environmental Laws during its construction of the Improvements. LANDLORD shall indemnify, defend, and hold harmless the Commonwealth of Virginia and UNIVERSITY from any and all costs resulting or arising from LANDLORD's failure to so comply with all applicable Environmental Laws or the discovery of any Hazardous Materials on, in or arising from, or contamination of, the Premises which is a result of any activity of LANDLORD, its officers, employees or agents.

26.3 UNIVERSITY shall comply with all Environmental Laws applicable to its use of the Premises. To the extent permitted by the laws of the Commonwealth of Virginia, UNIVERSITY will be responsible for all costs resulting or arising from UNIVERSITY's failure to so comply with all applicable Environmental Laws or the discovery of any Hazardous Materials on, in or arising from, or contamination of, the Premises which is a result of any activity of UNIVERSITY, its officers, employees or agents.

27 PARKING; ACCESS. UNIVERSITY, its sublessees, sub-sublessees, licensees, sub-licensees, employees, agents, guests, and invitees shall have the rights of vehicular and pedestrian access to the Premises and the right to park in all parking areas located on the Premises, including any parking areas located on or about the Premises, which shall all be reserved for use as directed or assigned by the UNIVERSITY.




28 ADDITIONAL PROVISIONS. This Lease is subject to the following terms, conditions, modifications, additions and/or deletions provided in the following designated attachments, exhibits and riders, which are hereby incorporated into this Lease:

Exhibits A: Description of Premises Exhibit B: Plans and Specifications Exhibit C: Construction Terms Exhibit D: Memorandum of Lease

IN WITNESS WHEREOF, each party hereto has executed and sealed this Lease or caused it to be executed and sealed on its behalf by its duly authorized representatives.

[SIGNATURE PAGES TO FOLLOW]




CHRISTOPHER NEWPORT UNIVERSITY

REAL ESTATE FOUNDATION, a Virginia corporation

By________________________________(SEAL)

Michael C. Martin, President

COMMONWEALTH OF VIRGINIA: CITY OF _____________, TO WIT:

I HEREBY CERTIFY that on or about this __ day of August 2022, before me, a Notary Public for the jurisdiction aforesaid, personally appeared known to me or satisfactorily proven to be the person whose name is subscribed to the foregoing Deed of Lease, who acknowledged that he is the President of CHRISTOPHER NEWPORT UNIVERSITY REAL ESTATE FOUNDATION, that he has been duly authorized to execute, and has executed, such instrument on its behalf for the purposes therein set forth, and that the same is its act and deed.

IN WITNESS WHEREOF, I have set my hand and Notarial Seal, the day and year first above written.

Notary Public _ _ _ _ _ _ _ _ _ _ _ _ _ _ ( S E A L )

My commission expires on _____________________

My Registration Number: ______________________




COMMONWEALTH OF VIRGINIA BY

THE RECTOR AND VISITORS OF CHRISTOPHER NEWPORT UNIVERSITY

By: ______________________________(SEAL)

Robert R. Hatten, Esq., RECTOR COMMONWEALTH OF VIRGINIA: CITY OF NEWPORT NEWS, TO WIT: I HEREBY CERTIFY that on or about this ___day of August 2022, before me, a Notary Public for the jurisdiction aforesaid, personally appeared Robert R. Hatten, Esq., known to me or satisfactorily proven to be the person whose name is subscribed to the foregoing Deed of Lease, who acknowledged he is the RECTOR OF CHRISTOPHER NEWPORT UNIVERSITY BOARD OF VISITORS, an educational institution of the Commonwealth of Virginia, that he has been duly authorized to execute, and has executed, such instrument on its behalf for the purposes therein set forth, and that the same is its act and deed.


Notary Public _ _ _ _ _ _ _ _ _ _ _ ( S E A L )



APPROVED AS TO FORM: CHRISTOPHER NEWPORT UNIVERSITY By:________________________________(SEAL) Maureen Matsen Senior Assistant Attorney General and University Counsel




EXHIBIT A

DESCRIPTION OF PREMISES




EXHIBIT B

PLANS AND SPECIFICATIONS Those certain Building Plans prepared and as ultimately approved by the authority having jurisdiction for issuance of the building permit are hereby incorporated herein by reference.




EXHIBIT C CONSTRUCTION CONTRACT

WM. JORDAN CONSTRUCTION




Return to: Jeffrey B. Hammaker, P.C., 317 30th Street, Virginia Beach, VA 23451 GPIN: 221000294 to be determined Exemption from Recordation taxes is claimed pursuant to Sections 58.1-811.A.1 and C.5 of the Code of Virginia, 1950, as amended

EXHIBIT D

MEMORANDUM OF LEASE

THIS MEMORANDUM OF LEASE (the "Memorandum of Lease") is made as of this _ day of August 2022 is by and between CHRISTOPHER NEWPORT UNIVERSITY REAL ESTATE FOUNDATION, a Virginia non-stock, non-member, tax-exempt corporation (hereinafter, the "LANDLORD"), Grantor for indexing purposes, and THE RECTOR AND VISITORS OF CHRISTOPHER NEWPORT UNIVERSITY, a public institution of higher educational of the Commonwealth of Virginia ("UNIVERSITY"), Grantee for indexing purposes.

LANDLORD and UNIVERSITY entered into that certain Deed of Lease (as may be amended from time to time, the "Lease") dated as of the date hereof for the property or premises shown on the plat attached hereto and made a part hereof as Exhibit A together with all Improvements (as defined in the Lease) and fill rights of ingress and egress (the "Premises").

NOW, THEREFORE, for and in consideration of the sum of One Dollar ($1.00) and other valuable consideration, the parties state as follows with respect to the Lease:

1. Names of Parties: LANDLORD:

CHRISTOPHER NEWPORT UNIVERSITY REAL ESTATE FOUNDATION, a Virginia non-stock, non-member, tax-exempt corporation

UNIVERSITY: THE RECTOR AND VISITORS OF

CHRISTOPHER NEWPORT UNIVERTISY, a public institution of higher education of the Commonwealth of Virginia

2. The Addresses of the Parties set forth in the Lease:

LANDLORD’s Address: CNU REAL ESTATE FOUNDATION 1 Avenue of the Arts, CNU North Newport News, VA 23606 Attn: Chief Executive Officer




UNIVERSITY’s Address: THE RECTOR AND VISITORS OF CHRISTOPHER NEWPORT UIVERTISY 1 Avenue of the Arts Newport News, VA 23606 Attn: Chief Financial Officer

Copy to: Office of Legal Counsel 1 Avenue of the Arts Newport News, VA 23606

Any party to the Lease may change its address in the manner set forth in the Lease.

3. Reference to the Lease with its Date of Execution:The Lease was executed by and between LANDLORD and UNIVERSITY and was datedand effective as of August ___, 2022.

4. Description of the Premises as set forth in the Lease:The Premises, together with all Improvements (as defined in the Lease) and full rights ofingress and egress, are shown as "Premises" on Exhibit A attached hereto and made a parthereof.

5. Term of the Lease:

6. The Termination Date of the Lease is the day that is the later to occur of: (1) the last dayof the month following the first full calendar month that is THIRTY (30.0) years after theProject is substantially completed and delivered to the University as herein provided, or (2)the final maturity date of the Bond (the "Termination Date") unless extended or renewedas set out below or sooner terminated pursuant to the terms of this Lease, and subject toautomatic renewals and extensions of the Term for up to five (5) additional five (5) yearterms, unless notice of termination of the Lease is received by LANDLORD fromUNIVERSITY not less than 365 days from the end of any then current term, providedhowever, in the event the Bond is paid in full on or before the Termination Date, eitherparty may terminate this Lease with sixty (60 days notice.

7. Quiet Possession:Subject to and in accordance with the terms and conditions of the Lease, UNIVERSITYshall have and enjoy under the Lease the quiet and undisturbed possession of Premises.

8. Miscellaneous:This Memorandum of Lease is entered into pursuant to the provisions of the Lease and issubject to all of the terms, covenants and conditions contained therein, all of which are




incorporated by reference herein. This Memorandum of Lease is not intended to and shall not change any of the terms and conditions of the Lease.

CHRISTOPHER NEWPORT UNIVERSITY REAL ESTATE FOUNDATION, a Virginia corporation

By________________________________(SEAL) Michael C. Martin, President

COMMONWEALTH OF VIRGINIA: CITY OF _____________, TO WIT:

I HEREBY CERTIFY that on or about this __ day of August 2022, before me, a Notary Public for the jurisdiction aforesaid, personally appeared known to me or satisfactorily proven to be the person whose name is subscribed to the foregoing Deed of Lease, who acknowledged that he is the President of CHRISTOPHER NEWPORT UNIVERSITY REAL ESTATE FOUNDATION, that he has been duly authorized to execute, and has executed, such instrument on its behalf for the purposes therein set forth, and that the same is its act and deed.


Notary Public _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ ( S E A L )



COMMONWEALTH OF VIRGINIA BY THE RECTOR AND VISITORS OF CHRISTOPHER NEWPORT UNIVERSITY

By: ______________________________(SEAL) Robert R. Hatten, Esq., RECTOR

COMMONWEALTH OF VIRGINIA: CITY of Newport News, , TO WIT: I HEREBY CERTIFY that on or about this ___day of August 2022, before me, a Notary Public for the jurisdiction aforesaid, personally appeared Robert R. Hatten, Esq., known to me or satisfactorily proven to be the person whose name is subscribed to the foregoing Deed of Lease, who acknowledged he is the RECTOR of CHRISTOPHER NEWPORT UNIVERSITY BOARD OF VISITORS an educational institution of the Commonwealth of Virginia, that he has been duly authorized to execute, and has executed, such instrument on its behalf for the purposes therein set forth, and that the same is its act and deed.





Notary Public _ _ _ _ _ _ _ _ _ _ ( S E A L )




BOND PURCHASE AND LOAN AGREEMENT

among

INDUSTRIAL DEVELOPMENT AUTHORITY OF THE CITY OF NEWPORT NEWS, VIRGINIA,

SOUTH STATE BANK, N.A., as Bondholder

and

CHRISTOPHER NEWPORT UNIVERSITY REAL ESTATE FOUNDATION, as Borrower

Dated as of August 1, 2022


TABLE OF CONTENTS Page

ARTICLE I DEFINITIONS AND RULES OF CONSTRUCTION

Section 1.1 Definitions........................................................................................................ 2 Section 1.2 Rules of Construction ...................................................................................... 7

ARTICLE II REPRESENTATIONS AND FINDINGS

Section 2.1 Representations and Findings by Authority ..................................................... 8 Section 2.2 Representations by the Borrower ..................................................................... 9 Section 2.3 Survival of Representation and Warranties ................................................... 11

ARTICLE III ISSUANCE OF SERIES 2022B BOND;

CONDITIONS TO PURCHASE OF SERIES 2022B BOND Section 3.1 Sale and Purchase of Series 2022B Bond ...................................................... 12 Section 3.2 Conditions Precedent to Delivery of Series 2022B Bond .............................. 13 Section 3.3 Execution ....................................................................................................... 13

ARTICLE IV DISPOSITION OF PROCEEDS

Section 4.1 Advances of Proceeds .................................................................................... 14 Section 4.2 Advanced Procedures ..................................................................................... 14

ARTICLE V LOAN BY THE AUTHORITY; THE SERIES 2022B NOTE

Section 5.1 Loan by the Authority; Repayment of Loan .................................................. 16

ARTICLE VI PAYMENTS

Section 6.1 Amounts Payable ........................................................................................... 16 Section 6.2 Unconditional Obligations ............................................................................. 19 Section 6.3 Payments Assigned ........................................................................................ 19

ARTICLE VII SPECIAL COVENANTS

Section 7.1 Maintenance and Modifications by the Borrower ......................................... 19 Section 7.2 Taxes, Charges and Liens .............................................................................. 20 Section 7.3 Cure by Authority or Bondholder .................................................................. 20 Section 7.4 Undertaking and Use of the Project ............................................................... 20 Section 7.5 Indemnification .............................................................................................. 20 Section 7.6 Tax Exemption for the Series 2022B Bond ................................................... 21 Section 7.7 References to Bonds Ineffective after Bonds Paid ........................................ 24 Section 7.8 Proof of Payment of Taxes and Other Charges ............................................. 24


Section 7.9 Inspection and Right of Access ...................................................................... 24 Section 7.10 Financial Records; Financial Statements and Other Information .................. 25 Section 7.11 Payment of Obligations .................................................................................. 25 Section 7.12 Borrower's Business ....................................................................................... 25 Section 7.13 Compliance with Laws .................................................................................. 25 Section 7.14 Debt Service Coverage Ratio ......................................................................... 26 Section 7.15 Negative Pledge of the Project ....................................................................... 26 Section 7.16 Lease and Project ........................................................................................... 26

ARTICLE VIII DAMAGE, DESTRUCTION, CONDEMNATION AND LOSS OF TITLE

Section 8.1 Damage, Destruction, Condemnation and Loss of Title ................................ 26

ARTICLE IX EVENTS OF DEFAULT AND REMEDIES

Section 9.1 Event of Default ............................................................................................. 27 Section 9.2 Remedies on Default ...................................................................................... 27 Section 9.3 No Remedy Exclusive.................................................................................... 28 Section 9.4 Counsel Fees and Other Expenses ................................................................. 28 Section 9.5 No Additional Waiver Implied by One Waiver ............................................. 28

ARTICLE X PREPAYMENT; MANDATORY TENDER

Section 10.1 Option to Prepay ............................................................................................ 29 Redemption Period....................................................................................................................... 29 Price ........................................................................................................................ 29 Closing Date to ______ 1, 2024 .................................................................................................. 29 103% ........................................................................................................................ 29 ______ 2, 2024 to ______ 1, 2026 .............................................................................................. 29 102 ........................................................................................................................ 29 ______ 2, 2026 to ______ 1, 2027 .............................................................................................. 29 101 ........................................................................................................................ 29 Section 10.2 Mandatory Tender on Tender Date ................................................................ 29

ARTICLE XI MISCELLANEOUS

Section 11.1 Term of Agreement ........................................................................................ 30 Section 11.2 Registration of the Series 2022B Bond .......................................................... 30 Section 11.3 Authority Representative ............................................................................... 30 Section 11.4 Borrower Representative ............................................................................... 30 Section 11.5 If Payment or Performance Date is Not a Business Day ............................... 30 Section 11.6 Successors and Assigns .................................................................................. 30 Section 11.7 Limitation of Authority's Liability ................................................................. 31 Section 11.8 Reports ........................................................................................................... 31 Section 11.9 Severability .................................................................................................... 31 Section 11.10 Applicable Law; Entire Understanding ......................................................... 31 Section 11.11 Counterparts ................................................................................................... 32


Section 11.12 Notices ........................................................................................................... 32 Section 11.13 Other Agreements .......................................................................................... 33 Section 11.14 Fees and Expenses ......................................................................................... 33 EXHIBIT A - Form of Series 2022B Bond EXHIBIT B - Form of Request for Advance EXHIBIT C - Form of Series 2022B Note


This BOND PURCHASE AND LOAN AGREEMENT is dated as of August 1, 2022, and is among the INDUSTRIAL DEVELOPMENT AUTHORITY OF THE CITY OF NEWPORT NEWS, VIRGINIA, a political subdivision of the Commonwealth of Virginia (as more particularly defined below, the "Authority"), SOUTH STATE BANK, N.A., a national banking association (as more particularly defined below, the "Bondholder") and CHRISTOPHER NEWPORT UNIVERSITY REAL ESTATE FOUNDATION, a Virginia nonstock corporation (the "Borrower");

WITNESSETH:

WHEREAS, the Authority intends to issue and sell its Educational Facilities Revenue Bond (Administration Building Project), Series 2022B in the original principal amount of $__________ (as more particularly defined below, the "Series 2022B Bond") to the Bondholder;

WHEREAS, the Authority will use the proceeds of the Series 2022B Bond, along with other available amounts (1) to finance (A) the demolition of the CNU North Building (formerly the CNU SunTrust Building, which is owned by the Borrower and located at 301 Hiden Boulevard, Newport News, Virginia), (B) the design, construction and equipping of a park at the site and (C) the design, equipping and construction of a new approximately 3-story administration building (to be located at 359 Hiden Boulevard, Newport News, Virginia) for the Borrower and Christopher Newport University (the "University") and (2) if and as needed, capitalized interest on the Series 2022B Bond and costs of issuance related to the issuance of the Series 2022B Bond, working capital, routine capital expenditures at the sites described above and other related costs (collectively (1) through (2), the "Plan of Finance");

WHEREAS, the Authority intends to loan the proceeds from the sale of the Series 2022B Bond to the Borrower (as defined below) under this Agreement; and the Borrower intends to issue and deliver to the Authority a promissory note dated the date of its delivery (as more particularly defined below, the "Series 2022B Note"), to evidence the Borrower's obligation to repay such loan;

WHEREAS, the Series 2022B Note will be secured by an Assignment of Rents and Leases dated as of __________, 2022 (as more particularly defined below, the "Assignment of Rents"), by the Borrower in favor of the Bondholder which will assign the Borrower's right to receive payments under the Deed of Lease dated as of __________, 2022 (as more particularly defined below, the "Lease"), between the Borrower and the University; and

WHEREAS, the Authority, the Bondholder and the Borrower desire to set forth the terms and conditions with respect to such financing.


NOW, THEREFORE, the parties hereto agree as follows:

ARTICLE I

DEFINITIONS AND RULES OF CONSTRUCTION

Section 1.1 Definitions. In addition to other terms defined elsewhere in this Agreement, the following terms shall have the following meanings in this Agreement unless the context otherwise requires:

"Act" means the Industrial Development and Revenue Bond Act, Chapter 49, Title 15.2, Code of Virginia of 1950, as amended.

"Advance" has the meaning assigned to it in Section 4.1.

"Affiliate" means, with respect to any Person, any other Person directly or indirectly controlling or controlled by or under direct or indirect common control with such Person. For the purposes of this definition, "control" when used with respect to a Person means the power to direct the management and policies of such Person, directly or indirectly, whether through the ownership of voting securities, by contract or otherwise, and the terms "controlling" and "controlled" have meanings correlative to the foregoing.

"Agreement" means this Bond Purchase and Loan Agreement dated as of August 1, 2022, among the Authority, the Borrower and the Bondholder, as altered, amended, modified or supplemented from time to time.

"Assignment of Rents" means the Assignment of Rents and Leases dated as of __________, 2022, by the Borrower in favor of the Bondholder, as the same may be altered, amended, modified or supplemented from time to time.

"Authority" means the Industrial Development Authority of the City of Newport News, Virginia, and its successors and assigns.

"Authority Representative" means the Chairman, the Vice Chairman and any one of the Persons at the time designated to act on behalf of the Authority by written certificate furnished to the Borrower containing the specimen signatures of such Persons and signed on behalf of the Authority by its Chairman or Vice Chairman.

"Authorizing Resolution" means the resolution of the Authority adopted on August 5, 2022, approving, among other things, the issuance and sale of the Series 2022B Bond, and execution of this Agreement, to assist the Borrower in executing the Plan of Finance.

"Bank Rate" has the meaning assigned to it in the Series 2022B Bond.

"Bond Counsel" means McGuireWoods LLP, or other nationally recognized bond counsel satisfactory to the Bondholder.


"Bond Year" means (a) the period beginning on the date of issue of the Series 2022B Bond and ending at the close of business on December 31, 2022, and (b) each one-year period thereafter commencing January 1 and ending December 31.

"Bondholder" means South State Bank, N.A., as holder of the Series 2022B Bond, or any subsequent holder thereof.

"Borrower" means the Christopher Newport University Real Estate Foundation, and its respective successors and assigns.

"Borrower Representative" means the President of the Borrower, the Chief Executive Officer of the Borrower and any one of the Persons at the time designated to act on behalf of the Borrower by written certificate furnished to the Authority containing the specimen signatures of such Persons and signed on behalf of the Borrower by the President of the Borrower or the Chief Executive Officer of the Borrower.

"Business Day" means any day other than a Saturday, Sunday, legal holiday or any other day on which banks in the Commonwealth of Virginia are authorized or required to close.

"Cash Flow" means (a) net income of the Project, (b) plus depreciation, depletion, amortization and other non-cash charges (c) plus interest expense.

"Change in Law" means the occurrence, after the Closing Date, of any of the following: (a) the adoption or taking effect of any law, rule, regulation or treaty, (b) any change in any law, rule, regulation or treaty or in the administration, interpretation, implementation or application thereof by any governmental authority, or (c) the making or issuance of any request, rule, guideline or directive (whether or not having the force of law) by any governmental authority; provided that notwithstanding anything herein to the contrary, (i) the Dodd-Frank Wall Street Reform and Consumer Protection Act and all requests, rules, guidelines or directives thereunder or issued in connection therewith and (ii) all requests, rules, guidelines or directives promulgated by the Bank for International Settlements, the Basel Committee on Banking Supervision (or any successor or similar authority) or the United States or foreign regulatory authorities, in each case pursuant to Basel III, shall in each case be deemed to be a "Change in Law", regardless of the date enacted, adopted or issued.

"Closing Date" means the date of issuance of the Series 2022B Bond.

"Code" means the Internal Revenue Code of 1986, as amended, including applicable regulations and revenue rulings thereunder.

"Computation Date" means (a) the last day of the fifth and each succeeding fifth Bond Year so long as such day occurs before the day the Series 2022B Bond is paid in full, and (b) the day that the Series 2022B Bond is paid in full.

"Costs of Issuance" means any legal, accounting or financial advisory fees and expenses, including, without limitation, fees and expenses of Bond Counsel and counsel to the Authority, the Borrower, the Bondholder, any fees and expenses of the Authority or any Bondholder, filing fees, and printing and engraving costs, incurred in connection with the authorization, issuance, sale


and purchase of the Series 2022B Note or the Series 2022B Bond, and the preparation of the Financing Instruments and all other documents in connection with the authorization, issuance and sale of the Series 2022B Bond.

"Costs of the Project" means all costs and allowances which the Authority or the Borrower may properly pay or accrue for the Project and which, under generally accepted accounting principles, are chargeable to the capital account of the Project or could be so charged either with a proper election to capitalize such costs or, but for a proper election, to expense such costs, including (without limitation) the following costs:

(a) The cost of acquiring property and interests in property that are or will become part of the Project,

(b) The cost of labor, materials, machinery and equipment as payable to contractors, builders and materialmen in connection with the construction, renovation and equipping of the Project;

(c) Governmental charges levied or assessed during construction of the Project, or on any property acquired therefor, and premiums on insurance in connection with the Project during construction;

(d) Expenses necessary or incident to determining the feasibility or practicability of undertaking the Project (excluding, however, the expense of determining the feasibility of the issuance of any series of bonds to finance or refinance the Project), the fees and expenses of architects, engineers and management consultants for making studies, surveys and estimates of costs and of revenues and other estimates, and fees and expenses of architects and engineers for preparation of plans, drawings and specifications and for administration of the construction contract or contracts for the Project, as well as for the performance of all other duties of architects and engineers in relation to the acquisition, construction, renovation and equipping of the Project (but not the issuance of any series of bonds);

(e) Expenses of administration, supervision and inspection properly chargeable to the Project, fees and costs of development and marketing of the Project, legal expenses and fees of the Borrower in connection with the acquisition, construction, renovation or equipping of the Project, cost of abstracts and reports on titles to real estate and owners title insurance premiums, cost of managing investments of moneys deposited in the funds created hereunder and all other items of expense, not elsewhere specified in this section incident to the construction, renovation and placing in operation of the Project;

(f) Interest on the Series 2022B Bond and interest on obligations of the Borrower incurred to finance the Cost of the Project prior to, during and for up to one year after the completion of the Project;

(g) Bond insurance premiums, if any, and related fees and expenses;

(h) Working capital in connection with the construction and operation of the Project;


(i) Costs of Issuance of the Series 2022B Bond provided that no more than 2% of the proceeds of the Series 2022B Bond may be applied to Costs of Issuance;

(j) Any other cost relating to the Project that is set forth in or permitted by the Act; and

(k) Reimbursement to the Borrower for any of such costs paid by it whether before or after the execution of this Agreement; provided, however, that reimbursement of any expenditures made prior to the execution of this Agreement shall only be permitted for expenditures meeting the requirements of applicable Treasury Regulations, including but not limited to Treasury Regulations Section 1.150-2 or any successor Treasury Regulations.

"Date of Taxability" means the earliest date as of which interest on the Series 2022B Bond shall have been determined to be includable in the gross income of the Bondholder pursuant to a Determination of Taxability.

"Debt Service Coverage Ratio" shall mean the ratio of Cash Flow to the current portion of debt service on the Series 2022B Bond as reflected on the financial statements for the Borrower. The current portion of the Series 2022B Bond will be measured as of the date 12 months before the date of calculation.

"Determination of Taxability" has the meaning set forth in the Series 2022B Bond.

"Event of Default" means any of the events set forth in Section 9.1.

"Event of Taxability" has the meaning set forth in the Series 2022B Bond.

"Financing Instruments" means this Agreement, the Series 2022B Bond, the Series 2022B Note, the Negative Pledge Agreement and the Assignment of Rents.

"501(c)(3) Organization" means an organization described in Section 501(c)(3) of the Code and exempt from tax under Section 501(a) of the Code.

"Lease" means that certain Deed of Lease dated as of __________, 2022 (between the Borrower and the University.

"Lien" means any lien, security interest, pledge or other charge or encumbrance of any kind, or any other type of preferential arrangement, including without limitation the lien or retained security title of a conditional vendor and any easement, right of way or other encumbrance on title to personal, real or mixed property.

"Maturity Date" means August 1, 2054.

"Negative Pledge Agreement" means the Negative Pledge Agreement dated as of ________, 2022, between the Borrower and the Bondholder, as the same may be altered, amended, modified, or supplemented from time to time.

"Net Proceeds" means net proceeds as defined in Section 150(a)(3) of the Code.


"Payment of the Bond" means payment in full of the Series 2022B Bond and the making in full of all other Required Payments due and payable at the time of such payment.

"Permitted Liens" means, with respect to the Lease, the Project and all real property upon which the Project is located or to be located:

(a) Liens for taxes, assessments or other governmental charges or levies not yet due or payable or which are currently being contested in good faith by appropriate proceedings and for which the Borrower shall have established and be maintaining on its books such reserves, if any, deemed appropriate and adequate in accordance with sound accounting practice, provided any such taxes, assessments or other governmental charges or levies being contested are paid in full (or by agreed-upon settlement) within 12 months after the original due date thereof;

(b) materialmen's, mechanics', carriers', workmen's, repairmen's or other like Liens arising in the ordinary course of business and which are not delinquent or which are currently being contested in good faith and for which the Borrower shall have established and is maintaining on its books such reserves, if any, deemed by it appropriate and adequate in accordance with sound accounting practice, or deposits to obtain the release of such Liens, provided that any such Liens being contested are fully bonded or paid in full (or by agreed-upon settlement within 120 days after the original due date thereof);

(c) landlord's Liens (imposed by law) under leases permitted hereunder and to which the Borrower is a party;

(d) zoning restrictions, easements, licenses, restrictions on the use of real property or minor irregularities in title thereto, which do not materially impair the use of such property in the operation of the business of the Borrower or the value of such property for the purpose of such business; and

(e) Liens securing other indebtedness or obligations of the Borrower to the Bondholder.

"Person" means an individual, partnership, corporation, trust, unincorporated organization, association, joint venture, joint-stock company, or a government or agency or political subdivision thereof.

"Project" means, collectively, the projects being undertaken as part of the Plan of Finance.

"Purchase Price" has the meaning set forth in Section 10.2.

"Rebate Amount" means the rebate amount (as defined in Section 1.148-1 of the Treasury Regulations) with respect to the Series 2022B Bond.

"Rebate Amount Payable" means, for any Computation Date, the amount (if any) payable to the United States pursuant to Section 148(f) of the Code with respect to the Rebate Amount as of such Computation Date, including any amount payable with respect to income attributable to the Rebate Amount.


"Related Person" means (a) an organization that is under common management or control with another organization, or (b) a related person, as defined in Section 144(a)(3) of the Code.

"Required Payment" means any payment of money required under the terms of the Financing Instruments to be made by the Borrower for its own account or for the account of the Authority.

"Restricted Gift" means a gift, devise or bequest collected by the Borrower that is conditioned upon its use by the Borrower for the payment or prepayment, in whole or in part, of the Series 2022B Bond.

"Series 2022B Bond" means the Educational Facilities Revenue Bond (Administration Building Project), Series 2022B issued by the Authority pursuant to this Agreement, in an aggregate principal amount of up to $__________ and substantially in the form attached as Exhibit A, as altered, amended, modified or supplemented from time to time.

"Series 2022B Note" means the promissory note issued by the Borrower pursuant to this Agreement in a principal amount equal to the principal amount of the Series 2022B Bond as substantially in the form attached as Exhibit C, as altered, amended, modified or supplemented from time to time.

"Taxable Rate" has the meaning set forth in the Series 2022B Bond.

"Tax-Exempt Bond" means an obligation the interest on which is excluded from gross income for federal income tax purposes and shall include any interest in a regulated investment company to the extent provided in Treasury Regulations Section 1.150-1(b); provided, however, that no specified private activity bond (as defined in Section 57(a)(5)(C) of the Code) shall be deemed to be a Tax-Exempt Bond.

"Tax Compliance Agreement" means the Tax Certificate and Agreement dated as of __________, 2022 between the Authority and the Borrower, delivered as of the date of, and in connection with, the issuance and sale of the Series 2022B Bond.

"Trade or Business" means a trade or business as such term is used in Section 141(b)(6) of the Code.

"Unrelated Trade or Business" means a Trade or Business of a 501(c)(3) Organization that is an unrelated trade or business (determined by applying Section 513(a) of the Code) of such 501(c)(3) Organization.

"Virginia Code" means the Code of Virginia of 1950, as amended.

Section 1.2 Rules of Construction. The following rules shall apply to the construction of the Financing Instruments unless the context otherwise requires:

(a) Words importing the singular number shall include the plural number and vice versa, and any gender shall connote any other gender.


(b) All references in a Financing Instrument to particular articles or sections are references to articles or sections of such Financing Instrument unless otherwise indicated.

(c) The headings and Table of Contents in any Financing Instrument are solely for convenience of reference and shall not constitute a part of such Financing Instrument, nor shall they affect its meaning, construction or effect.

(d) Words importing the prepayment or calling for prepayment of the Series 2022B Bond shall not be deemed to refer to or connote the payment of the Series 2022B Bond at its stated maturity.

(e) All accounting terms used in any Financing Instrument which are not expressly defined therein shall have the meanings respectively given to them in accordance with generally accepted accounting principles. All financial computations made pursuant to any Financing Instrument shall be made in accordance with generally accepted accounting principles consistently applied, and all balance sheets and other financial statements shall be prepared in accordance with generally accepted accounting principles consistently applied.

ARTICLE II

REPRESENTATIONS AND FINDINGS

Section 2.1 Representations and Findings by Authority. The Authority makes the following representations and findings as the basis for its undertakings hereunder:

(a) The Authority is duly organized and existing under the Act, is a political subdivision of the Commonwealth of Virginia vested with the rights and powers conferred upon it under the Act, has the power to execute and deliver the Financing Instruments to which it is a party, to perform its obligations thereunder, to issue the Series 2022B Bond to finance the Plan of Finance, and to loan the proceeds from the sale of the Series 2022B Bond to the Borrower under this Agreement, each constituting an authorized undertaking under the Act and such loan being in furtherance of the purposes for which the Authority was organized, and to carry out its other obligations under such Financing Instruments. By proper action the Authority has duly authorized the execution and delivery of such Financing Instruments to which it is a party, the performance of its obligations thereunder and the issuance of the Series 2022B Bond and, simultaneously with the execution and delivery of this Agreement, has issued and sold the Series 2022B Bond. No proceedings to dissolve the Authority have been instituted.

(b) The execution and delivery of, and compliance by the Authority with the terms and conditions of, the Financing Instruments to which the Authority is a party will not conflict with, or constitute or result in a default under or violation of, (i) the Act or any existing law, rule or regulation applicable to it, (ii) any indenture, mortgage, deed of trust, lien, lease, contract, note, order, judgment, decree or other agreement, instrument or restriction of any kind to which the Authority or any of its assets is subject, or (iii) the by-laws or any other rules or procedures of the Authority.

(c) No further approval, consent or withholding of objection on the part of any regulatory body, federal, state or local, is required in connection with (i) the issuance and delivery


of the Series 2022B Bond by the Authority, (ii) the execution or delivery of, or compliance by the Authority with the terms and conditions of, the other Financing Instruments to which it is a party, or (iii) the assignment by the Authority of the Series 2022B Note. However, the Authority makes no representation concerning state or federal securities laws.

(d) No litigation, inquiry or investigation of any kind in or by any judicial or administrative court or agency is pending or, to the knowledge of the Authority, threatened against the Authority with respect to (i) the organization or existence of the Authority, (ii) its authority to execute or deliver the Financing Instruments to which it is a party, (iii) the validity or enforceability of any such Financing Instruments or the transactions contemplated thereby, (iv) the title of any officer of the Authority who executed such Financing Instruments, or (v) any authority or proceedings related to the execution and delivery of such Financing Instruments on behalf of the Authority, and no such authority or proceedings have been repealed, revoked, rescinded or amended but are in full force and effect.

(e) None of the directors of the Authority has a personal interest (as defined in Section 2.2-3101 of the Virginia Code) in any Financing Instrument or in any transaction contemplated thereby or is an officer or employee of the Borrower or the Bondholder.

(f) In connection with the authorization, issuance and sale of the Series 2022B Bond, the Authority has complied with all provisions of the Constitution and laws of the Commonwealth of Virginia, including the Act.

(g) The Authority is not in default under any of the provisions of the laws of the Commonwealth of Virginia, where any such default would affect the issuance, validity or enforceability of the Series 2022B Bond or the transactions contemplated by this Agreement.

Section 2.2 Representations by the Borrower. The Borrower, for and on behalf of itself, makes the following representations as the basis for its undertakings hereunder:

(a) The Borrower is a nonstock corporation duly organized, validly existing and in good standing in the Commonwealth of Virginia, has the power and authority to own and operate its properties and to enter into the Financing Instruments to which it is a party and the transactions contemplated thereby and to perform its obligations thereunder, and by proper action has duly authorized the execution, delivery and performance of such Financing Instruments.

(b) The loan to the Borrower of the proceeds from the sale of the Series 2022B Bond by the Authority will constitute an inducement to the Borrower to locate or maintain the facilities financed with the proceeds of the Series 2022B Bond in the City of Newport News, Virginia, which will provide improved facilities for the use of the residents of the Commonwealth of Virginia, including the City of Newport News, Virginia, and promote their welfare.

(c) The Borrower intends to operate the Project, or cause such to be operated, as facilities for use by organizations (other than institutions organized and operated exclusively for religious purposes) that are described in Section 501(c)(3) of the Code to reduce the costs to residents of the Commonwealth of Virginia of utilizing such facilities until the Payment of the Bond.


(d) No litigation at law or in equity or any proceeding before any governmental agency involving the Borrower is pending or, to the knowledge of the Borrower, threatened in which any liability of the Borrower is not adequately covered by insurance or in which any judgment or order would have a material adverse effect upon the business or assets of the Borrower, its ability to do business, the financing of the Plan of Finance, the validity of the Financing Instruments to which the Borrower is a party or the performance of its respective obligations thereunder.

(e) The execution and delivery of, and compliance by the Borrower with the terms and conditions of, the Financing Instruments to which it is a party will not conflict with, or constitute or result in a default under or violation of, (i) the Borrower's governing documents, (ii) any agreement or other instrument to which the Borrower is a party or by which it or its property is bound, or (iii) any constitutional or statutory provision or order, rule, regulation, decree or ordinance of any court, government or governmental authority having jurisdiction over the Borrower or its properties. This Agreement has been duly executed and delivered by the Borrower, and constitutes, and each other Financing Instrument to which the Borrower is a party, when executed and delivered by each respective Borrower will constitute, valid and binding obligations of the respective Borrower, enforceable against it in accordance with their respective terms, except as may be limited by applicable bankruptcy, insolvency, reorganization, moratorium, or similar laws affecting the enforcement of creditors' rights generally and by general principles of equity.

(f) The Borrower has obtained all consents, approvals, authorizations and orders of any governmental or regulatory authority that are required to be obtained by the Borrower as a condition precedent to the issuance of the Series 2022B Bond or the execution and delivery of the Financing Instruments to which the Borrower is a party, or that are required to date for the performance by the Borrower of its obligations under the Financing Instruments or the financing of the Plan of Finance. The Borrower has no reason to believe that any such consents, approvals, authorizations or orders which may be required in the future cannot be obtained as and when needed.

(g) The facilities financed with the proceeds of the Series 2022B Bond are located entirely within the City of Newport News, Virginia.

(h) The Borrower is a 501(c)(3) Organization that is not a private foundation (within the meaning of Section 509(a) of the Code). The Borrower has conducted its operations and filed all required reports and documents with the Internal Revenue Service (the "Service") so as to maintain its status as a 501(c)(3) Organization, the letter from the Service to the effect that the Borrower is a 501(c)(3) Organization has not been modified, limited or revoked and the Borrower has received no notice from the Service inquiring about, threatening or proposing to audit its status as a 501(c)(3) Organization. The Borrower is in compliance with all terms, conditions and limitations, if any, contained in such letter or any other notification from the Service. In particular, (i) the Borrower is organized and operated exclusively for benevolent or charitable purposes, (ii) no part of the net earnings of the Borrower has inured to the benefit of any private shareholder or individual, (iii) no substantial part of the activities of the Borrower has consisted of carrying on propaganda, or otherwise attempting, to influence legislation (except as otherwise permitted by Section 501(h) of the Code), and (iv) the Borrower has not participated or intervened (through the publishing or distribution of statements or otherwise) in any political


campaign on behalf of or in opposition to any candidate for public office. The Borrower is not organized or operated exclusively for religious purposes.

(i) The Borrower normally receives at least 75% of its support (as such term is used for purposes of Section 509 of the Code) in the form of gross receipts from the performance of services and the furnishing of facilities by the Borrower in an activity which is not an Unrelated Trade or Business (not including such receipts from any person or any bureau or similar agency of a governmental unit, as described in Section 170(c)(1) of the Code, in any taxable year to the extent such receipts exceed the greater of $5,000 or 1% of the Borrower's support in such taxable year) from persons other than disqualified persons (as defined in Section 4946 of the Code) with respect to the Borrower.

(j) All financial statements and other information delivered to the Bondholder by the Borrower in connection with the Bondholder's purchase of the Series 2022B Bond are accurate, are sufficiently complete to accurately reflect the Borrower's financial condition and do not contain any untrue statement of a material fact or omit (when considered together with all information furnished) to state a material fact necessary to make the statements contained therein, in light of the circumstances under which they were made, not misleading. There has been no material adverse change in the business or financial condition of the Borrower from that reflected in such financial statements and other information, except as may have been otherwise disclosed to the Bondholder in writing.

(k) The information contained in the certifications of the Borrower delivered at the time of the execution and delivery of this Agreement with respect to compliance with the requirements of Section 145 of the Code, including the information in IRS Form 8038 filed by the Authority with respect to the Series 2022B Bond, is true and correct in all respects.

(l) The Borrower has title to, or valid interests in, all of its properties and assets, real and personal, including the properties and assets constituting the Project (the "Project Property"), and the Project Property is not subject to any lien, except Permitted Liens.

(m) The Borrower has filed all material tax returns or forms (federal, state and local) required to be filed, and have paid all material taxes, assessments and governmental charges and levies indicated thereon to be due, including interest and penalties, or has provided adequate reserves for the payment thereof.

(n) The Borrower is in compliance in all material respects with all applicable laws and all governmental rules and regulations issued thereunder, including without limitation The Americans With Disabilities Act of 1990, as amended (the "ADA"), the Employee Retirement Income Security Act of 1974, as amended ("ERISA"), and all laws pertaining to the use, storage, disposal, transportation, handling or remediation of hazardous materials.

(o) The Borrower is not in default in the payment of the principal of or interest on any indebtedness for borrowed money, and, to the Borrower's knowledge, the Borrower is not otherwise in default under any instrument under which any such indebtedness has been incurred.

Section 2.3 Survival of Representation and Warranties. All representations and warranties set forth in this Article II shall be made or deemed to be made at and as of the Closing


Date (or any other date on which proceeds of the Series 2022B Bond shall be disbursed as provided herein), shall survive such date and shall not be waived by the execution and delivery of this Agreement by the Bondholder, any investigation made by or on behalf of the Bondholder or any extension of credit hereunder.

ARTICLE III

ISSUANCE OF SERIES 2022B BOND; CONDITIONS TO PURCHASE OF SERIES 2022B BOND

Section 3.1 Sale and Purchase of Series 2022B Bond. The Authority shall issue and sell the Series 2022B Bond to the Bondholder and secure the Series 2022B Bond by assigning the Series 2022B Note to the Bondholder, upon the terms and conditions set forth herein.

(a) The Bondholder represents that it is purchasing the Series 2022B Bond for its own account for investment and has no present intention of reselling or disposing of the Series 2022B Bond or engaging in any "distribution" thereof (as that term is used in the Securities Act of 1933, as amended, and the regulations of the Securities and Exchange Commission thereunder). The Bondholder is a "qualified institutional buyer" as defined in Rule 144A promulgated under the Securities Act of 1933, as amended. The Bondholder represents that it is familiar with the operations and financial condition of the Borrower based upon information furnished to the Bondholder by the Borrower and has made such inquiries as it deems appropriate in connection with the purchase of the Series 2022B Bond. In determining to purchase the Series 2022B Bond, the Bondholder has not relied upon any information (including financial information) relating to the Borrower provided by the Authority, nor has it relied upon the omission of the Authority to provide any such information. The Bondholder relieves the Authority of any liability for failure to provide such information. The Bondholder intends to hold the Series 2022B Bond to maturity.

(b) The Bondholder shall not assign or offer the Series 2022B Bond, or any participation therein, for sale in any state of the United States without first (a) either (i) taking all necessary action to qualify the Series 2022B Bond for offer and sale under the securities and "Blue Sky" laws of the United States and such state, or (ii) determining that no such action is necessary because of a registration exemption or exemptions, and (b) providing to the purchaser of the Series 2022B Bond, or any participant therein, all material information in the Bondholder's possession necessary to evaluate the risks and merits of the investment represented by the purchase of or participation in the Series 2022B Bond.

(c) It is specifically understood and agreed that the Authority makes no representation, covenant or agreement as to the financial position or business condition of the Borrower and does not represent or warrant as to any statements, materials, representations or certifications furnished by the Borrower in connection with the sale of the Series 2022B Bond, or as to the correctness, completeness or accuracy thereof.

(d) The Bondholder understands that the scope of engagement of McGuireWoods LLP as bond counsel with respect to the Series 2022B Bond has been limited to matters set forth in its bond counsel opinion based on its review of such proceedings and documents as they deem necessary to approve the validity of the Series 2022B Bond and the


excludability of the interest thereon for federal and state income tax purposes, and that McGuireWoods LLP has not made any assurances or opinion as to the accuracy or completeness of any information that may have been furnished to the Bondholder or relied upon by the Bondholder in acquiring the Series 2022B Bond.

Section 3.2 Conditions Precedent to Delivery of Series 2022B Bond. The obligation of the Bondholder to accept delivery of the Series 2022B Bond shall be conditioned upon delivery to it, in form and substance satisfactory to it, of the following:

(a) Executed copies of the Financing Instruments, with the Series 2022B Note having been assigned to the Bondholder.

(b) Evidence of the due authorization, execution and delivery of the Financing Instruments by the parties thereto.

(c) A certified copy of the Authorizing Resolution.

(d) The written opinion of McGuireWoods LLP, as bond counsel, that the Series 2022B Bond has been validly authorized and issued by the Authority and is the valid and binding limited obligation of the Authority, enforceable in accordance with its terms, and, subject to customary exceptions, that interest thereon is excludable from gross income for federal income tax purposes and exempt from income taxation by the Commonwealth of Virginia.

(e) The written opinion of Jeffrey B. Hammaker, P.C., as counsel for the Borrower, relating to the organization and existence of the Borrower, the power of the Borrower to enter into the Financing Instruments to which it is a party, the enforceability of such Financing Instruments and such other matters as the Bondholder may reasonably request.

(f) The written opinion of Jones, Blechman, Woltz & Kelly, P.C., as counsel to the Authority, relating to the organization of the Authority, the due approval, validity and enforceability of the Series 2022B Bond, and such other matters as the Bondholder may reasonably request.

(g) Evidence that the Lease has been approved by the Commonwealth of Virginia and duly authorized, executed and delivered by all parties thereto.

(h) Evidence that the Negative Pledge Agreement has been duly recorded in the Circuit Court of Newport News, Virginia.

(i) Evidence satisfactory to the Bondholder that the Borrower has paid or will pay all fees, costs and expenses (including fees and costs of the Bondholder's counsel) then required to be paid pursuant to this Agreement and all other Financing Instruments.

(j) Such other documentation, certificates and opinions as may be reasonably required by the Bondholder.

Section 3.3 Execution. The Series 2022B Bond shall be executed on behalf of the Authority by the Chairman or Vice Chairman of the Authority and shall have impressed thereon


the official seal of the Authority attested by the Secretary/Treasurer or the Assistant Secretary of the Authority.

ARTICLE IV

DISPOSITION OF PROCEEDS

Section 4.1 Advances of Proceeds. Advances of principal under the Series 2022B Bond (each, an "Advance" and collectively, the "Advances") shall be made by the Bondholder directly to or for the account of the Borrower, but each such Advance shall be deemed to have been made to the Authority under the Series 2022B Bond and then advanced by the Authority to the Borrower under this Agreement to pay or reimburse the Borrower for Costs of the Project. The amount and date of each Advance shall be noted on a ledger maintained by the Bondholder for such purpose. In the absence of manifest error, all entries made in such ledger shall be prima facie evidence of the existence and amounts of the Advances therein recorded; provided, that the failure or delay of the Bondholder in maintaining or making entries into such ledger or any error therein shall not in any manner affect the obligation of the Borrower to repay any portion of the indebtedness evidenced by the Series 2022B Bond in accordance with the terms of this Agreement. The outstanding principal amount of the Series 2022B Bond shall be the sum of all principal Advances, less the aggregate amount of all principal payments which have been made on the Series 2022B Bond (whether upon principal installment payment dates, by prepayment, upon acceleration or otherwise). The indebtedness evidenced by the Series 2022B Bond is not revolving; amounts advanced under the Series 2022B Bond and subsequently repaid or prepaid may not be readvanced.

Section 4.2 Advanced Procedures.

(a) On the Closing Date, the Bondholder shall make an Advance in the amount of $__________ (the "Closing Date Advance") to pay certain costs relating to the issuance of the Series 2022B Bond.

(b) The Bondholder shall not be obligated to make the initial Advance (other than the Closing Date Advance) unless and until all of the conditions set forth in Section 4.2(c) below have been satisfied.

(c) The obligation of the Bondholder to make any Advance shall be subject to satisfaction of the following conditions:

(i) Receipt by the Bondholder of a request for Advance (upon which the Bondholder shall be entitled to rely) signed by the Borrower Representative and containing all information called for by, and otherwise being in the form of Exhibit B attached to this Agreement, at least five (5) Business Days prior to the Business Day selected by the Borrower Representative as the day on which such Advance is to be funded, which request shall be supported by an AIA payment application certified by the Borrower's architect and/or invoices to be paid by such Advance and such other back-up documentation as the Bondholder may request.

(ii) All representations and warranties made by the Borrower herein or otherwise in writing in connection herewith shall be true and correct in all material respects with the same effect as though the representations and warranties had been made on and as of the date


of the proposed Advance (except to the extent that such representation and warranties relate solely to an earlier date).

(iii) No Event of Default shall have occurred and be continuing.

(iv) The Bondholder has received all fees, charges and other expenses that are then due and payable under this Agreement.

(v) If the Bondholder determines that the undrawn amounts of the Series 2022B Bond (taking into account the projected uses of such remaining amounts for other purposes) along with other available funds are not sufficient to pay the costs of completing the construction and equipping of the Project, the Bondholder may require that the Borrower (1) pay such increased costs directly from its own funds prior to making any additional Advances under the Series 2022B Bond, or (2) deposit additional funds with the Bondholder sufficient to cover such increased costs, such funds to be held by the Bondholder and disbursed in the same manner as an Advance pursuant to Section 4.2 of this Agreement prior to making any additional Advances under the Series 2022B Bond.

(vi) The Bondholder shall have received such other documentation, certificates and opinions as may be reasonably required by the Bondholder.

(d) The making of any Advance shall not constitute an acknowledgment by the Bondholder that all of the conditions to such Advance have been satisfied. The Bondholder may waive any one or more of the requirements set forth herein as conditions precedent to an Advance or may make Advances but require that one or more of such conditions be satisfied at some future date or before the Bondholder makes any subsequent Advance. If the Borrower fails to satisfy any of such conditions within the period of time, if any, specified by the Bondholder (or, if no such period of time is specified, within 30 days after the advance is made), such failure shall, at the Bondholder's option, constitute an Event of Default.

(e) The final Advance shall be on or prior to August 1, 2024 (the "Final Advance Date"), and no Advance shall be made after such date except as otherwise agreed by the Bondholder in its sole discretion.

(f) If all conditions precedent to the making of an Advance have been performed to the satisfaction of the Bondholder, and the Bondholder has approved the request for such Advance, the Bondholder shall make such Advance by disbursing funds in accordance with the applicable request. The proceeds of each Advance shall be applied solely and exclusively to payment, or reimbursement of the Borrower for payment, of Costs of the Project, and the Borrower agrees at any time and from time to time, upon request of the Bondholder, to exhibit to the Bondholder receipts, vouchers, statements, bills of sale or other evidence satisfactory to the Bondholder of the actual payment of such Costs of the Project.

(g) The Borrower shall notify the Bondholder when it has requested the final Advance. If principal disbursements up to the maximum authorized amount of the Series 2022B Bond are not made, principal installments due on the Series 2022B Bond and corresponding payments under the Series 2022B Note shall be reduced to reflect the aggregate amount of principal actually advanced.


(h) The Bondholder shall record on the Series 2022B Bond appropriate notations to evidence the date and amount of each Advance and the date and amount of each payment of principal made by the Borrower with respect thereto; provided, however, that any failure of the Bondholder to make such a notation on the Series 2022B Bond or any error therein shall not in any manner affect the obligation of the Borrower to repay the Series 2022B Note.

ARTICLE V

LOAN BY THE AUTHORITY; THE SERIES 2022B NOTE

Section 5.1 Loan by the Authority; Repayment of Loan. Upon the terms and conditions of this Agreement, the Authority shall lend to the Borrower the proceeds of the Series 2022B Bond. Prior to or simultaneously with the issuance of the Series 2022B Bond, to evidence its obligations to repay such loan, the Borrower shall deliver the Series 2022B Note to the Authority for assignment to the Bondholder as security for the Payment of the Bond. The Authority hereby grants a security interest in and assigns, without recourse, the Series 2022B Note to the Bondholder and shall also execute the form of assignment affixed to the Series 2022B Note.

ARTICLE VI

PAYMENTS

Section 6.1 Amounts Payable. (a) The Borrower shall make, or cause to be made, all payments required under the Series 2022B Note and, for the account of the Authority, shall make, or cause to be made, all payments required under the Series 2022B Bond, as and when the same become due (whether at maturity, by acceleration or otherwise), in the manner set forth in the Series 2022B Bond and shall make, or cause to be made, all other Required Payments in the manner set forth in the applicable Financing Instruments. Payments to the Bondholder shall be made in lawful money of the United States of America at the address of the Bondholder set forth in Section 11.12 or at such other place as the Bondholder may direct in writing. Any amount at any time paid to the Bondholder as a payment of principal of or interest on the Series 2022B Bond shall be credited against the Borrower's obligations hereunder and under the Series 2022B Note (but subject to collection of any instrument, draft, check or order for payment received by the Bondholder). If such amount should be sufficient to pay at the times required the principal of or purchase price and interest on the Series 2022B Bond then remaining unpaid (including amounts accrued as of such date and amounts that will accrue through final Payment of the Bond), the Borrower shall not be obligated to make any further payments hereunder or under the Series 2022B Note but only if the same constitutes Payment of the Bond.

(b) The outstanding principal amount of the Series 2022B Bond shall bear interest at the Bank Rate; unless:

(i) a Determination of Taxability shall have occurred, in which case the Series 2022B Bond shall bear interest at the Taxable Rate from and after the Date of Taxability and the Borrower shall pay to the Bondholder, on demand, such additional amounts as shall be necessary to provide that interest shall have been payable at the Taxable Rate from the Date of Taxability; and


(ii) at any time after the Closing Date there should be any change in the combined maximum marginal rate of federal income tax applicable to the taxable income of the Bondholder, its successor and assigns (the "Bondholder Tax Rate"), in which case the Bank Rate, for so long as there shall not have occurred a Determination of Taxability, shall be adjusted (upwards or downward as the case may be), effective as of the effective date of any such change in the Bondholder Tax Rate, by multiplying the Bank Rate by a fraction, the denominator of which is 100% minus the Bondholder Tax Rate in effect upon the date hereof, and the numerator of which is 100% minus the Bondholder Tax Rate after giving effect to such change, provided, however, that the Bondholder Tax Rate after giving effect to such change shall not exceed 28% for purposes of such calculation.

(c) All interest payable under the Financing Instruments shall be computed on the basis of the actual number of days elapsed over a year of 360 days.

(d) Upon an Event of Taxability, the Borrower shall pay to any past or present Bondholder any amounts that may be necessary to reimburse such Bondholder for any interest, penalties or other charges assessed against such Bondholder by reason of such Bondholder's not including interest on the Series 2022B Bond in its federal gross income during the period following the Date of Taxability, including, without limitation, the costs incurred by such Bondholder or prior Bondholder to amend any of its tax returns.

(e) The Borrower shall make reasonable arrangements satisfactory to the Authority and the Bondholder for the payment of their reasonable expenses, including reasonable legal expenses, incurred in connection with any Event of Taxability.

(f) Notwithstanding any other provision herein, the obligations of the Borrower pursuant to this Section shall continue following the expiration of the term of this Agreement.

(g) The Bondholder shall, if requested by the Borrower Representative, have an attorney in fact, qualified to practice before the Internal Revenue Service, designated by the Borrower Representative for the purpose of appealing or challenging any Event of Taxability; provided, however, the Borrower provides indemnity reasonably satisfactory to the Bondholder to indemnify it against any additional tax liability, penalties or interest that may result from any such appeal. All legal fees, costs and expenses of such appeal shall be paid by the Borrower. In the event a final judgment or order shall have been entered within 180 days of the Event of Taxability finding, as a final determination, that no Event of Taxability has indeed occurred, the Bondholder shall reimburse to the Borrower all supplemental interest that has been paid on the Series 2022B Bond, and no additional supplemental interest shall be payable unless and until an Event of Taxability shall subsequently occur. Notwithstanding anything in this subsection to the contrary, the right of the Borrower to challenge any Event of Taxability shall terminate if no such final judgment or order shall have been entered within 180 days after the occurrence of the Event of Taxability, unless the Bondholder shall otherwise agree, and after the expiration of such 180-day period without the entry of a final judgment or order, the Series 2022B Bond shall immediately bear interest at the Taxable Rate. In addition, unless the Borrower shall otherwise provide reasonable indemnification to the Bondholder, the right of the Borrower to challenge any Event of Taxability shall terminate if the exercise of such right would cause any tax return of the Bondholder


to be inaccurate or would delay the timely filing thereof or would in the Bondholder's opinion result in an adverse impact on its tax returns.

(h) (A) So long as any portion of the principal amount of the Series 2022B Bond or interest thereon remains unpaid, if (1) any Change in Law changes the basis of taxation of payments to any Bondholder or former Bondholder of principal or interest payable pursuant to the Series 2022B Bond, including without limitation the imposition of any excise tax or surcharge thereon, but excluding changes in the rates of tax applicable to the overall net income of any Bondholder or former Bondholder, or (2) as a result of action by the Borrower or any public body or governmental agency, any payment is required to be made by, or any federal, state or local income tax deduction is denied to, any Bondholder or former Bondholder of the Series 2022B Bond by reason of the ownership of, borrowing money to invest in, or receiving principal or interest from the Series 2022B Bond, the Borrower agrees to reimburse on demand for, and does hereby indemnify each such Bondholder and former Bondholder against, any loss, cost, charge or expense with respect to any such change, payment or loss of deduction.

(B) If any Change in Law shall (1) impose, modify or deem applicable any reserve, special deposit, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, the Bondholder, (2) subject the Bondholder to any additional taxes on its loans, loan principal, letters of credit, commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto, or (3) impose on the Bondholder any other condition, cost or expense affecting this Agreement or the Series 2022B Bond, and the result of any of the foregoing shall be to increase the cost to the Bondholder of holding the Series 2022B Bond, or to reduce the amount of any sum received or receivable by the Bondholder hereunder or under the Series 2022B Bond (whether of principal, interest or any other amount) then, upon request of the Bondholder, the Borrower will pay such additional amount or amounts as will compensate the Bondholder for such additional costs incurred or reduction suffered.

(C) If the Bondholder determines that any Change in Law has or will have the effect of increasing the amount of capital required or expected to be maintained by the Bondholder based on the existence of the Series 2022B Bond, or its obligations hereunder, then upon demand by the Bondholder, the Borrower will pay to the Bondholder such additional amounts as are necessary to compensate for the increased costs to the Bondholder as a result of such increase of capital.

(D) In determining such additional amounts under this Section, the Bondholder will act reasonably and in good faith, and will use averaging and attribution methods which are reasonable, and the Bondholder's determination of compensation shall be conclusive, absent manifest error. Upon determining that any additional amounts will be payable pursuant to this Section, the Bondholder will give prompt written notice thereof to the Borrower, which notice will show the basis for calculation of such additional amounts, although the failure to give any such notice shall not release or diminish any of the Borrower's obligation to pay such additional amounts to the Bondholder.


(i) The Borrower shall pay to the Authority (i) its reasonable costs and expenses, including the reasonable fees of its counsel, bond counsel and other advisers, directly related to the Project or the Series 2022B Bond, (ii) the fees of the Authority in accordance with its approved bond administrative fees (provided that the amounts so paid shall not equal or exceed an amount that would cause the "yield" on the Series 2022B Note or any other "acquired purpose obligation" to be "materially higher" than the "yield" on the Series 2022B Bond, as such terms are defined under Section 148 of the Code) and reasonable fees and other costs incurred by the Authority in connection with its administrative audit, examination or other inquiry of the matters or transactions contemplated by the Agreement and/or the Series 2022B Bond, including, but not limited to, reasonable attorneys' fees. The obligations of the Borrower under this subsection shall survive the Payment of the Bond.

Section 6.2 Unconditional Obligations. The obligations of the Borrower to make, or cause to be made, Required Payments and to perform and observe all other covenants, conditions and agreements hereunder shall be general obligations of the Borrower and shall be absolute and unconditional, irrespective of any defense or any rights of setoff, recoupment or counterclaim the Borrower might otherwise have against the Authority or the Bondholder. Nothing in this section shall be construed as a waiver by the Borrower of any rights or claims it may have against the Authority or the Bondholder under this Agreement or otherwise, but any recovery upon such rights and claims shall be had from the Authority or the Bondholder separately. Subject to Section 11.1, the Borrower shall not suspend or discontinue any such payment hereunder or fail to observe and perform any of its other covenants, conditions and agreements under the Financing Instruments for any cause, including without limitation any acts or circumstances that may constitute failure of consideration, failure of title to any part or all of the Project, or commercial frustration of purpose, or any damage to or destruction of all or any part of the Project, or any change in the tax or other laws of the United States of America, Commonwealth of Virginia or any political subdivision of either, or any failure of the Authority or the Bondholder to observe and perform any covenant, condition or agreement, whether express or implied, or any duty, liability or obligation contained in or arising out of or in connection with any Financing Instrument.

Section 6.3 Payments Assigned. The Borrower consents to the assignment of the Series 2022B Note and of certain rights of the Authority under this Agreement to the Bondholder and agree to pay, or cause to be paid, to the Bondholder all amounts payable pursuant to the Series 2022B Note and this Agreement, except for any amounts payable directly to the Authority pursuant to the provisions hereof.

ARTICLE VII

SPECIAL COVENANTS

Section 7.1 Maintenance and Modifications by the Borrower. The Borrower shall, at its own expense, keep the Project in as reasonably safe of a condition as its operations shall permit and keep the Project in good repair and operating condition, ordinary wear and tear excepted, making from time to time all necessary repairs, renewals and replacements. The Borrower may, at its own expense, make any additions, modifications or improvements to the Project that it deems desirable.


Section 7.2 Taxes, Charges and Liens. The Borrower (a) shall pay, as the same become due, all taxes and governmental charges of any kind whatsoever lawfully assessed, levied or imposed with respect to payments under this Agreement, the Project or any machinery, equipment or other property installed or brought by the Borrower thereon, and (b) shall pay as the same become due all utility and other charges incurred in the operation, maintenance, use and occupancy of the Project and all assessments and charges lawfully made by a governmental body for public improvements to the Project. The Borrower may, however, contest in good faith any such tax, assessment or charge after giving the Bondholder ten days' advance notice of such contest, in which event the Borrower may permit such tax, charge or assessment to remain unpaid, or such lien to remain unsatisfied and undischarged, during the period of such contest and any appeal therefrom, provided such proceedings have the effect of preventing forfeiture or sale of the property or asset subject to such tax, assessment or charge and against which adequate reserves have been set aside for the payment thereof in the event the Borrower loses such contest.

Section 7.3 Cure by Authority or Bondholder. If the Borrower shall fail to make any payment or perform any act required of the Borrower hereunder, the Authority or the Bondholder, without prior notice to or demand upon the Borrower and without releasing any obligation or waiving any default, may (but shall be under no obligation to) make such payment or perform such act. All amounts so paid by the Authority or the Bondholder and all costs, fees and expenses so incurred, including reasonable counsel fees, shall be immediately due and payable by the Borrower as an additional obligation under this Agreement, together with interest thereon at the Taxable Rate, to the extent permitted by law.

Section 7.4 Undertaking and Use of the Project. The Borrower shall maintain all necessary permits and approvals for the operation and maintenance of the Project and shall comply with all lawful requirements of any governmental body regarding the use or condition of the Project, whether now existing or later enacted or foreseen or unforeseen or whether involving any change in governmental policy or requiring structural or other changes to the Project and irrespective of the cost of making the same. Upon request by the Bondholder, the Borrower shall furnish to the Bondholder evidence of the Borrower's compliance with the requirements of the preceding sentence. The Borrower shall use the portion of the Project the construction and equipping of which is financed, in whole or in part, from the proceeds of the Series 2022B Bond for the purposes contemplated by the Authorizing Resolution until Payment of the Bond; provided that the Borrower may change the use of the Project, or cause such use to be changed, if the Borrower shall have first delivered to the Authority and the Bondholder an opinion of Bond Counsel that such change in use will not adversely affect the exclusion of interest on the Series 2022B Bond from gross income for federal income tax purposes.

Section 7.5 Indemnification. (a) The Borrower shall (i) protect, indemnify and save harmless the Authority and the Bondholder, their respective officers, directors, employees, attorneys and agents, and any person who "controls" (within the meaning of Section 15 of the Securities Act of 1933, as amended, or Section 20(a) of the Securities Exchange Act of 1934, as amended) the Bondholder (collectively, the "Indemnified Parties") from and against all liabilities, obligations, claims, damages, penalties, causes of action, costs and expenses (including, without limitation, attorneys' fees and expenses and settlement amounts) imposed upon or incurred by or asserted against any Indemnified Party on account of or related to (A) any failure of the Borrower to comply with any of the terms, warranties, covenants or representations in the Financing


Instruments, or (B) any loss or damage to property or any injury to or death of any person that may be occasioned by any cause whatsoever pertaining to the Project or the use thereof; and (ii) at all times protect, indemnify and save harmless the Indemnified Parties from and against all liabilities, obligations, claims, damages, penalties, causes of action, costs and expenses (including without limitation, attorneys' fees and expenses and settlement amounts) imposed upon or incurred by or asserted against the Indemnified Parties on account of or related to (A) the initial sale, issuance or offering for sale of the Series 2022B Bond or (B) any action related to the acts, representations, covenants, obligations or other matters contemplated by, required by or related to the Financing Instruments; provided that such indemnity shall be effective only to the extent of any loss that may be sustained by an Indemnified Party in excess of the proceeds received by it from any insurance carried with respect to such loss and provided further that the benefits of this section shall not inure to any person other than the Indemnified Parties. Nothing contained herein shall require the Borrower to indemnify any Indemnified Party for any claim or liability resulting from its or his gross negligence or willful, wanton acts.

(b) The Borrower shall also indemnify and hold harmless the Indemnified Parties against any and all losses, claims, damages or liabilities caused by any untrue statement or alleged untrue statement of a material fact contained in information submitted by the Borrower to the Authority or to the Bondholder with respect to the initial issuance and purchase of the Series 2022B Bond or caused by any omission or alleged omission of any material fact necessary to be stated therein in order to make such statements to the Authority and the Bondholder not misleading or incomplete.

(c) If any action is brought against any Indemnified Party in respect of which indemnity may be sought from the Borrower under subsection (a) or (b) above, such Indemnified Party shall promptly notify the Borrower in writing, and the Borrower shall assume the defense thereof, including the employment of counsel, the payment of all expenses and the right to negotiate and consent to settlement. Each Indemnified Party has the right to employ separate counsel in any such action and to participate in the defense thereof, but the fees and expenses of such counsel will be at the expense of such Indemnified Party unless the employment of such counsel has been specifically authorized by the Borrower. The Borrower will not be liable for any settlement of any such action made without its consent, but if such action is settled with the consent of the Borrower or if there be a final judgment for the plaintiff in such action, the Borrower shall indemnify and hold harmless the Indemnified Parties from and against any loss or liability by reason of such settlement or judgment.

(d) The obligations of the Borrower under this section shall survive Payment of the Bond. All references in this section to any Indemnified Party shall include its members, directors, officers, employees and agents.

Section 7.6 Tax Exemption for the Series 2022B Bond. (a) Neither the Authority nor the Borrower shall cause any proceeds of the Series 2022B Bond to be expended except pursuant to this Agreement. The Borrower shall not (i) permit the proceeds of the Series 2022B Bond to be expended in any way that would result in (A) more than 5% of the Net Proceeds of the Series 2022B Bond being used (directly or indirectly) in one or more Trades or Businesses of one or more persons other than 501(c)(3) Organizations or in one or more Unrelated Trades or Businesses, (B) more than 5% of the proceeds of the Series 2022B Bond being used (directly or indirectly) to make


or finance loans to one or more persons other than 501(c)(3) Organizations or to one or more 501(c)(3) Organizations with respect to one or more Unrelated Trades or Businesses, or (C) issuance costs of the Series 2022B Bond in excess of 2% of the proceeds (as such term is used for purposes of Section 147(g) of the Code) of the Series 2022B Bond being financed from the proceeds from the sale of the Series 2022B Bond, or (ii) take or omit to take any other action with respect to the use of such proceeds if the taking of or omission to take such action would result in interest on the Series 2022B Bond being includable, in whole or in part, in the gross income of the owner of the Series 2022B Bond for federal income tax purposes under Section 103 of the Code. The Borrower shall not take or omit to take any other action if the taking of or omission to take such action would cause such interest to be so includable. All property which is provided by the Net Proceeds of the Series 2022B Bond shall be owned by the Borrower at all times. The Borrower shall not permit or cause the Project or any part thereof to be leased to or managed by any person in violation of this subsection.

(b) (i) The Borrower shall not (A) take or omit to take any action, or make or approve any investment or use of any proceeds of the Series 2022B Bond or any other moneys or the taking or omission of any other action, which would cause the Series 2022B Bond to be arbitrage bonds within the meaning of Section 148 of the Code, or (B) approve the use of any proceeds from the sale of the Series 2022B Bond otherwise than in accordance with the Tax Compliance Agreement barring any unforeseen circumstances, in which event the Borrower shall use such proceeds with due diligence and shall comply with the Tax Compliance Agreement to the extent feasible. Without limiting the generality of the foregoing, the Borrower shall at the Borrower's sole expense take all action required under Section 148 of the Code and regulations thereunder to prevent loss of the exclusion from gross income for federal income tax purposes of interest on the Series 2022B Bond under such section.

(ii) Not later than 50 days after each Computation Date, the Borrower shall (A) pay to the United States on behalf of the Authority the Rebate Amount Payable for such Computation Date, and (B) furnish to the Authority and the Bondholder a certificate of the Borrower Representative that such payment was made, setting forth the amount and date of such payment. Such certificate shall be accompanied by a certificate prepared or approved by independent certified public accountants or by some other person, satisfactory to the Bondholder, experienced in the computation of amounts to be rebated under Section 148(f) of the Code, setting forth the Rebate Amount and Rebate Amount Payable with respect to such Computation Date and the computation thereof.

(iii) Any payment to the United States under this subsection shall be made in accordance with regulations under Section 148(f) of the Code, shall be made to such address as may be specified in such regulations or otherwise specified by the United States Treasury Department, and shall be accompanied by such forms, statements or other items as may be specified in such regulations or otherwise specified by the United States Treasury Department.

(iv) If the regulations under Section 148(f) of the Code as in effect at the date of issue of the Series 2022B Bond should hereafter be modified or replaced, the Borrower shall pay to the United States in a timely manner all amounts to be rebated pursuant to Section 148(f) of the Code in accordance with the regulations in effect from time to time and otherwise comply with such regulations in such manner as may be necessary to prevent the Series 2022B


Bond from being arbitrage bonds (to the extent such regulations are applicable with respect to the Series 2022B Bond). With respect to any such payment to the United States, the Borrower shall immediately furnish to the Authority and the Bondholder the certificates provided for in paragraph (ii).

(v) For a period of six years following the final Computation Date or such longer period as may be specified in regulations under Section 148(f) of the Code, the Borrower, on behalf of the Authority, shall maintain (A) an executed counterpart of each election made by the Authority with respect to amounts to be rebated to the United States under Section 148(f) of the Code with respect to the Series 2022B Bond and (B) records of all events made with respect to such amounts.

(vi) The provisions of this subsection shall survive the Payment of the Bond.

(vii) The provisions of paragraphs (ii) through (v), inclusive, shall be inapplicable (A) with respect to any portion (including all) of the Series 2022B Bond which is not subject to the requirements of Section 148(f)(2) of the Code by reason of subparagraph (A), (B) or (C) of Section 148(f)(4) of the Code or Treasury Regulations Section 1.148-7, and (B) at any time as of and prior to which no nonpurpose investments (as defined in Section 148(f)(6) of the Code) shall have been acquired with gross proceeds (as defined in Section 148(f)(6) of the Code) of the Series 2022B Bond.

(c) The Borrower shall not permit any payment out of the proceeds of the Series 2022B Bond if, as a result of such payment the average maturity of the Series 2022B Bond would exceed 120% of the average reasonably expected economic life of the Project financed from the Net Proceeds of the Series 2022B Bond, as determined in accordance with Section 147(b) of the Code.

(d) No proceeds of the Series 2022B Bond shall be used to provide any airplane, skybox or other private luxury box, facility primarily used for gambling or store the principal business of which is the sale of alcoholic beverages for consumption off premises. No proceeds of the Series 2022B Bond shall be used directly or indirectly to provide residential rental property for family units unless the first use of such property is pursuant to the financing provided by the Series 2022B Bond, within the meaning of Section 145(d) of the Code. If the first use of any portion of such property is pursuant to taxable financing (as defined in Section 145(d)(3)(C) of the Code), (i) the Borrower represents that (A) there was a reasonable expectation (at the time such taxable financing was provided) that such taxable financing would be replaced by the financing provided by the Series 2022B Bond, and (B) the Series 2022B Bond is being issued to replace such taxable financing within a reasonable period after such taxable financing was provided, and (ii) the first use of such portion shall be deemed to be pursuant to the financing provided by the Series 2022B Bond if the Borrower shall cause the proceeds from the sale of the Series 2022B Bond to be used to replace such taxable financing on, or as soon as practicable after, the Closing Date.

(e) No portion of the Project shall be leased to the United States or any agency or instrumentality thereof, nor shall the Borrower take, or permit any lessee or user of the Project


to take, any action that would cause the Series 2022B Bond to be deemed to be federally guaranteed (as defined in Section l49(b)(2) of the Code).

(f) The Borrower shall (i) take all such actions as may be necessary to cause the Borrower to continue to be a 501(c)(3) Organization which is not a private foundation (within the meaning of Section 509(a) of the Code), and (ii) shall not take any action which might cause it to cease to be such a 501(c)(3) Organization. The Borrower shall file in a timely manner all reports and other documents which are required to be filed with any governmental body (A) by such a 501(c)(3) Organization or (B) in order to remain such a 501(c)(3) Organization.

(g) The Borrower and the Authority (at the reasonable request and at expense of the Borrower) shall file any reports or statements and take such other action as may be required from time to time to cause the Series 2022B Bond to be and remain qualified 501(c)(3) bonds within the meaning of Section 145 of the Code.

(h) If the Borrower or any Affiliate shall collect a Restricted Gift, the Borrower shall, as soon as practicable and no later than 13 months after its receipt of such Restricted Gift, apply, or cause to be applied, such Restricted Gift to the payment of the cost of the Project or to pay debt service on or prepayment of the Series 2022B Bond. To the extent that a Restricted Gift cannot be so applied, the Borrower shall invest, or cause to be invested, such Restricted Gift as provided in the Tax Compliance Agreement.

(i) The Borrower shall not permit any portion of the Project the acquisition, renovation or construction of which is financed or refinanced, in whole or in part, with the proceeds from the sale of the Series 2022B Bond to be used in a Trade or Business of any person which is not a 501(c)(3) Organization or in any Unrelated Trade or Business of the Borrower or any other person.

(j) Any provision of this Section shall be of no further effect if and to the extent that such provision is, in the opinion of Bond Counsel, expressed in an opinion of such Bond Counsel, satisfactory to the Bondholder, delivered to the Authority and the Bondholder, not necessary to cause the interest on the Series 2022B Bond to be excludable from gross income for federal income tax purposes.

Section 7.7 References to Bonds Ineffective after Bonds Paid. Upon Payment of the Bond, all references in this Agreement to the Series 2022B Bond shall be ineffective, and the Authority and the Bondholder shall thereafter have no rights hereunder, except as explicitly provided herein.

Section 7.8 Proof of Payment of Taxes and Other Charges. The Borrower shall upon request furnish the Authority or the Bondholder proof of payment of any taxes, governmental charges, utility charges, insurance premiums or other charges required to be paid by the Borrower under this Agreement.

Section 7.9 Inspection and Right of Access. The Bondholder, the Authority and their duly authorized agents shall have the right at all reasonable times and upon reasonable notice to enter upon and inspect any part of the Project and to examine, inspect and make copies of the


books, records and accounts of the Borrower insofar as such books, records and accounts relate to the Project.

Section 7.10 Financial Records; Financial Statements and Other Information. (a) The Borrower shall maintain proper books of record and account, in which full and correct entries shall be made in accordance with generally accepted accounting principles, consistently applied, of all its business and affairs.

(b) The Borrower shall furnish to the Bondholder:

(i) within 150 days after the end of each fiscal year of the Borrower (commencing with the fiscal year ended June 30, 2022), a copy of the audited financial statements as of the end of such fiscal reporting period, accompanied by the report of independent certified public accountants thereon, which statements shall include a balance sheet, income statement, statement of cash flows and supporting schedules and a certificate of compliance with respect to the Debt Service Coverage Ratio for such period;

(ii) within 45 days after the end of each fiscal quarter of the Borrower (commencing with the fiscal quarter ending September 30, 2022, a copy of the internally prepared quarterly financial statements as of the end of such fiscal quarter, which statements shall include a balance sheet, income statement and supporting schedules;

(iii) within 90 days after the end of each fiscal year of the Borrower (commencing with the fiscal year ended June 30, 2022), a copy of an unaudited, internally prepared income statement related to the Project; and

(iv) the annual audit and publicly available operating information related to Christopher Newport University in a timely manner after such audit and information become publicly available, and such additional information and statements, as the Bondholder may reasonably request from time to time, if such information or statements are prepared in the general operations of the Borrower.

Section 7.11 Payment of Obligations. The Borrower shall pay, discharge or otherwise satisfy at or before maturity or before they become delinquent, as the case may be, its indebtedness and all other obligations of whatever nature, except, in the case of such other obligations, when the amount or validity thereof is currently being contested in good faith by appropriate proceedings and reserves in conformity with GAAP with respect thereto have been provided on the books of the Borrower. The Borrower shall upon request furnish the Bondholder, or cause to be furnished to the Bondholder, proof of payment, discharge or satisfaction of any such indebtedness or obligation.

Section 7.12 Borrower's Business. The Borrower shall conduct the Borrower's business affairs in a reasonable and prudent manner and in compliance with all applicable laws, ordinances, rules and regulations.

Section 7.13 Compliance with Laws. The Borrower shall comply in all material respects with all applicable laws and all governmental rules and regulations issued thereunder,


including without limitation the ADA, ERISA and all laws pertaining to the use, storage, disposal, transportation, handling or remediation of hazardous materials.

Section 7.14 Debt Service Coverage Ratio. The Borrower shall fix, charge, and collect rents and charges for the use of the Project so that Debt Service Coverage Ratio is not less than 1.00:1.00 for the Project, calculated at the end of each fiscal year of the Borrower, beginning with fiscal year ending June 30, 2023.

Section 7.15 Negative Pledge of the Project. The Borrower shall not create, incur, assume or suffer to exist, any Lien on and shall not sell, assign, or otherwise transfer the Lease, the Project or the real property on which the Project is located except for Permitted Liens.

Section 7.16 Lease and Project. The Borrower shall and shall use their best efforts to cause the University to keep the Project in safe condition and shall keep the Project in good repair and operating condition, making or causing to be made, from time to time, all necessary repairs, renewals and replacements.

ARTICLE VIII

DAMAGE, DESTRUCTION, CONDEMNATION AND LOSS OF TITLE

Section 8.1 Damage, Destruction, Condemnation and Loss of Title. (a) The Borrower shall give prompt notice to the Bondholder of (1) any material damage to or destruction of any part of the Project, (2) a taking of all or any part of the Project or any right therein under the exercise of the power of eminent domain, (3) any loss of any part of the Project because of failure of title thereto, or (4) the commencement of any proceedings or negotiations that might result in such a taking or loss. Each such notice shall describe generally the nature and extent of such damage, destruction, taking, loss, proceedings or negotiations.

(b) The Borrower shall apply any insurance proceeds received on account of any damage, destruction, taking or other loss of title to all or any part of the Project to the reduction of amounts due on the Series 2022B Bond, in part or in whole, or to the restoration, repair and rebuilding of the damaged, destroyed or condemned portions of the Project, as the Borrower elects; provided, however, that if an Event of Default has occurred and is continuing, the Bondholder shall direct the application of such insurance proceeds to either of the foregoing options. In all instances the Borrower shall deposit such insurance proceeds in a separate segregated account and shall disburse such amounts in accordance with this Section.

(c) The Borrower shall not by reason of the payment of the cost of replacement, repair, rebuilding or restoration be entitled to any reimbursement from the Authority or the Bondholder or to any abatement or diminution of the amount payable under the Series 2022B Note. All real and personal property acquired with such insurance proceeds shall be free and clear of all Liens except Permitted Liens. Prepayments of the Series 2022B Note shall be used to redeem Series 2022B Bond pursuant to Section 10.1 hereof.

ARTICLE IX

EVENTS OF DEFAULT AND REMEDIES


Section 9.1 Event of Default. Each of the following shall be an Event of Default:

(a) Failure of the Borrower to make, or cause to be made, any payment of principal of or interest on the Series 2022B Note, payment of the Purchase Price on a Tender Date (each as hereinafter defined) or any other payment under the Financing Instruments when due;

(b) Failure of the Borrower to observe or perform any of its other covenants, conditions or agreements hereunder, which does not constitute an Event of Default under any other provision of this Section 9.1, for a period of 30 days after notice (unless the Borrower and the Bondholder shall agree in writing to an extension of such time prior to its expiration) specifying such failure and requesting that it be remedied, given by the Bondholder to the Borrower;

(c) The Borrower shall (i) apply for or consent to the appointment of, or the taking of possession by, a receiver, custodian, assignee, sequestration, trustee, liquidator or similar official of the Borrower or of all or a substantial part of its property, (ii) admit in writing its inability, or be generally unable, to pay its debts as such debts become due, (iii) make a general assignment for the benefit of its creditors, (iv) commence a voluntary case under the Bankruptcy Code (as now or hereafter in effect), (v) file a petition seeking to take advantage of any other federal or state law relating to bankruptcy, insolvency, reorganization, arrangement, winding-up or composition or adjustment of debts, (vi) fail to controvert in a timely or appropriate manner, or acquiesce in writing to, any petition filed against the Borrower in an involuntary case under the Bankruptcy Code, or (vii) take any corporate action for the purpose of effecting any of the foregoing;

(d) A proceeding or case shall be commenced, without the application or consent of the Borrower, in any court of competent jurisdiction, seeking (i) the liquidation, reorganization, arrangement, dissolution, winding-up or composition or adjustment of debts of the Borrower, (ii) the appointment of a trustee, receiver, custodian, assignee, sequestration, liquidator or similar official of the Borrower or of all or any substantial part of its assets, or (iii) similar relief in respect of the Borrower under any law relating to bankruptcy, insolvency, reorganization, arrangement, winding-up or composition or adjustment of debts and such proceeding or case shall continue undismissed, or an order, judgment or decree approving or ordering any of the foregoing shall be entered and continue unstayed and in effect, for a period of 90 days from the commencement of such proceeding or case or the date of such order, judgment or decree, or an order for relief against the Borrower shall be entered in an involuntary case under the Bankruptcy Code; and

(e) A reasonable determination by the Bondholder that any warranty, representation or other statement by or on behalf of the Borrower or the Authority contained in any Financing Instrument or any financial statement or other information furnished in connection with the issuance or sale of the Series 2022B Bond was false or misleading in any material respect at the time it was made or delivered.

Section 9.2 Remedies on Default. Upon the occurrence and continuation of an Event of Default, the Bondholder may:


(a) Declare all payments hereunder and under the Series 2022B Bond and the Series 2022B Note to be immediately due and payable, whereupon the same shall become immediately due and payable (including without limitation any additional amounts that would be due and payable if the Borrower had voluntarily prepaid the Series 2022B Bond as set forth herein); provided that all such payments shall automatically be immediately due and payable, without the necessity of any action by the Bondholder, upon the occurrence of an Event of Default described in subsection (c) or (d) of Section 9.1;

(b) Take whatever action at law or in equity may appear necessary or desirable to collect the amounts then due and thereafter to become due hereunder or under the Series 2022B Bond or the Series 2022B Note or to enforce observance or performance of any covenant, condition or agreement of the Borrower under the Financing Instruments.

The Bondholder shall give notice to the Borrower and the Authority of the exercise by the Bondholder of any of the rights or remedies under this Section 9.2 in writing in the manner provided in Section 11.12, provided that failure to give such notice by telephone or facsimile shall not affect the validity of the exercise of any right or remedy under this Section 9.2.

Upon the occurrence of any Event of Default, any obligation of the Bondholder to advance any theretofore undisbursed proceeds of the Series 2022B Bond shall immediately cease and be of no further force nor effect.

Furthermore, upon the occurrence and during the continuance of an Event of Default, the Bondholder may (but shall be under no obligation to) at any time thereafter make such payments and/or perform such other acts on behalf of, for the account of and at the expense of the Borrower, in each case as the Bondholder may consider necessary or appropriate for the purpose of protecting its interests under this Agreement.

Section 9.3 No Remedy Exclusive. No remedy herein conferred upon or reserved to the Bondholder is intended to be exclusive of any other remedy, and every remedy shall be cumulative and in addition to every other remedy herein or now or hereafter existing at law, in equity or by statute. No delay or failure to exercise any right or power accruing upon an Event of Default shall impair any such right or power or shall be construed to be a waiver thereof, and any such right or power may be exercised from time to time and as often as may be deemed expedient.

Section 9.4 Counsel Fees and Other Expenses. The Borrower shall on demand pay to the Authority and the Bondholder the reasonable counsel fees and other reasonable expenses incurred by either of them in the collection of payments hereunder or the enforcement of any other obligation of the Borrower upon an Event of Default. Further, the Borrower's obligation to pay the expenses of the Authority, the Bondholder, or any other expenses because of the occurrence of an Event of Default shall survive Payment of the Bond.

Section 9.5 No Additional Waiver Implied by One Waiver. If any party or its assignee waives a default by any other party under any covenant, condition or agreement herein, such waiver shall be limited to the particular breach so waived and shall not be deemed to waive any other breach hereunder.


ARTICLE X

PREPAYMENT; MANDATORY TENDER

Section 10.1 Option to Prepay. The Series 2022B Bond may be prepaid by the Authority, at the direction of the Borrower Representative, in whole or in part at any time upon five days' prior written notice to the Bondholder at a price equal to par plus accrued interest to the date of prepayment; provided that the price for any prepayment of the Series 2022B Bond occurring before August 1, 2027, in connection with a refinancing of the Series 2022B Bond with a creditor other than the Bondholder or an Affiliate of the Bondholder shall equal the following redemption prices (expressed as a percentage of the principal amount to be prepaid) plus accrued interest to the date of prepayment:

Redemption Period Price

Closing Date to August 1, 2024 103% August 2, 2024 to August 1, 2026 102 August 2, 2026 to August 1, 2027 101

Section 10.2 Mandatory Tender on Tender Date. The Series 2022B Bond shall be subject to mandatory tender for purchase by the Borrower in full prior to maturity on August 1, 2034 (the "Initial Tender Date"), at a purchase price equal to the outstanding principal amount of the Series 2022B Bond, together with all unpaid interest thereon accrued to the date of purchase (the "Purchase Price"). Notwithstanding the foregoing, if no Event of Default has occurred and is continuing (as certified in writing by the Borrower) on the Initial Tender Date, the Initial Tender Date shall automatically, without further action by the Borrower or the Bondholder, be extended to August 1, 2042 (the "2042 Tender Date"), and upon such extension, the Series 2022B Bond shall be subject to further mandatory tender for purchase by the Borrower in full prior to maturity on August 1, 2048 (the "2048 Tender Date"). Prior to such further extended 2048 Tender Date the Borrower may request that the Bondholder agree to continue to hold the Series 2022B Bond after the 2048 Tender Date, and the Bondholder may (but has no obligation to) offer to continue to hold the Series 2022B Bond pursuant to specified terms (including, without limitation, an alteration in the interest rate and/or the principal repayment schedule) that shall apply after the 2048 Tender Date. If the Bondholder and the Borrower agree to such specified terms, the Series 2022B Bond, the Agreement and any other applicable documents shall be amended appropriately to reflect such terms and the Borrower shall cause to be delivered to the Bondholder a written opinion by an attorney or firm of attorneys of recognized standing on the subject of tax-exempt municipal finance to the effect that such transaction will not have a material adverse effect on the tax-exempt status of the Series 2022B Bond. If the Bondholder does not offer, or the Bondholder and the Borrower do not agree to, the terms of continued ownership by the Bondholder after the 2048 Tender Date, the Series 2022B Bond shall continue to be subject to mandatory tender as provided above on the 2048 Tender Date, and the failure of the Borrower to pay the Purchase Price on the 2048 Tender Date shall constitute an Event of Default. The Initial Tender Date, the 2042 Tender Date, the 2048 Tender Date and such other date agreed to by the Borrower and the Bondholder as a date on which the Series 2022B Bond shall be subject to mandatory tender for purchase by the Borrower are each herein referred to as a "Tender Date."


ARTICLE XI

MISCELLANEOUS

Section 11.1 Term of Agreement. This Agreement shall be effective upon execution and delivery hereof. Subject to earlier satisfaction upon prepayment of all of the Borrower's obligations hereunder pursuant to Article X and the making in full of all other Required Payments due and payable at the date of such prepayment and subject to any provisions hereof which survive Payment of the Bond, the Borrower's obligations hereunder shall expire on the date provided in the Series 2022B Bond for the final payment of principal thereon, or if all Required Payments have not been made on such date, when all Required Payments shall have been made.

Section 11.2 Registration of the Series 2022B Bond. The Series 2022B Bond shall be issued in registered form without coupons, payable to the registered owner or registered assigns. The Borrower Representative shall keep books for the registration of transfer of the Series 2022B Bond as the bond registrar. The transfer of the Series 2022B Bond may be registered only upon an assignment executed by the registered owner in such form as shall be satisfactory to the Borrower and the Authority, such registration to be made on the registration books and endorsed on the applicable Series 2022B Bond by the Bondholder. The person in whose name the applicable Series 2022B Bond shall be registered shall be deemed and regarded as the absolute owner thereof for all purposes, and payment of the principal and purchase price of and interest on such Series 2022B Bond shall be made only to or upon the order of the registered owner thereof or his legal representative.

Section 11.3 Authority Representative. Whenever under the provisions of this Agreement the approval of the Authority is required or the Authority is required to take some action at the request of the Borrower, such approval shall be made or such action shall be taken by the Authority Representative; and the Borrower and the Bondholder shall be authorized to rely on any such approval or action.

Section 11.4 Borrower Representative. Whenever under the provisions of this Agreement the approval of the Borrower is required or the Borrower is required to take some action at the request of the Authority or the Bondholder, such approval shall be made or such action shall be taken by the Borrower Representative; and the Authority and the Bondholder shall be authorized to act on any such approval or action.

Section 11.5 If Payment or Performance Date is Not a Business Day. If the specified or last date for the making of any payment, the performance of any act or the exercising of any right, as provided in this Agreement is not a Business Day, such payment may be made or act performed or right exercised on the next succeeding Business Day; provided that interest shall accrue during any such period during which payment shall not occur.

Section 11.6 Successors and Assigns. This Agreement shall be binding upon, inure to the benefit of and be enforceable by the parties hereto and their respective successors and assigns. No assignment by the Borrower shall relieve the Borrower of the obligations hereunder. The Bondholder may, from time to time, sell or offer to sell the Series 2022B Bond or interests therein to one or more assignees or participants, and is hereby authorized to disseminate any information


it has pertaining to the Series 2022B Bond, including, without limitation, credit information on the Borrower, to any such assignee or participant or prospective assignee or prospective participant, and to the extent, if any, specified in any such assignment or participation, such assignee(s) or participant(s) shall have the same rights and benefits with respect to this Agreement and the Series 2022B Bond as such Person(s) would have if such Person(s) were the Bondholder hereunder. The Bondholder shall provide prior written notice to the Borrower of any assignment or participation. The Bondholder shall not sell, transfer, assign or participate any interest in this Agreement or the Series 2022B Bond to any person other than a "qualified institutional buyer" (as defined in Rule 144A promulgated under the Securities Act of 1933, as amended) that is also a financial institution.

Section 11.7 Limitation of Authority's Liability. No covenant, agreement or obligation contained in any Financing Instrument shall be deemed to be a covenant, agreement or obligation of any present or future director, officer, employee or agent of the Authority in his individual capacity, and neither the directors of the Authority nor any officer thereof executing any Financing Instrument shall be liable personally on such Financing Instrument or be subject to any personal liability or accountability by reason of the issuance thereof. No director, officer, employee, agent or attorney of the Authority shall incur any personal liability with respect to any other action taken by him pursuant to the Financing Instruments or the Act or any of the transactions contemplated thereby, provided he acts in good faith.

The obligations of the Authority under the Financing Instruments to which it is a party are not general obligations of the Authority but are limited obligations payable solely from the revenues and receipts derived from the repayment of the loan of the proceeds of the Series 2022B Bond made to the Borrower pursuant to this Agreement, which revenues and receipts have been pledged and assigned to such purposes. Neither the Commonwealth of Virginia nor any political subdivision thereof, including the Authority and the City of Newport News, Virginia, shall be obligated to pay the obligations under the Financing Instruments to which the Authority is a party or other costs incident thereto except from the revenues and receipts pledged therefor, and neither the faith and credit nor the taxing power of the Commonwealth of Virginia or any political subdivision thereof, including the Authority and the City of Newport News, Virginia, is pledged to the payment of such obligations. The Authority does not have any taxing power.

Section 11.8 Reports. The Borrower shall furnish, or shall cause the Bondholder to furnish, to the Authority no later than July 31 of each year a statement setting forth (a) the outstanding principal balance on the Series 2022B Bond as of June 30 of such year, and (b) whether payments due under the Series 2022B Bond are current, and (c) at the expense of the Borrower, such additional information with respect to the Series 2022B Bond as the Authority or its auditors may reasonably request.

Section 11.9 Severability. If any provision of this Agreement shall be held invalid or unenforceable by any court of competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision hereof.

Section 11.10 Applicable Law; Entire Understanding. This Agreement shall be governed by the applicable laws of the Commonwealth of Virginia. The Financing Instruments express the entire understanding and all agreements between the parties and may not be modified


except in a writing signed by the parties thereto. No Financing Instrument may be modified before Payment of the Bond without the consent of the Bondholder.

Section 11.11 Counterparts. This Agreement may be executed in several counterparts, each of which shall be an original, and all of which together shall constitute but one and the same instrument.

Section 11.12 Notices. Except as may otherwise be provided herein, all demands, notices, approvals, consents, requests and other communications hereunder and under the other Financing Instruments shall be in writing and shall be delivered or given by personal delivery, first class mail, postage prepaid, or overnight courier addressed as follows:

(a) If to the Borrower, at:

c/o Christopher Newport University Real Estate Foundation 1 Avenue of the Arts 2nd Floor, CNU North Newport News, Virginia 23606 Attention: Chief Executive Officer

(b) If to the Authority, at:

Industrial Development Authority of the City of Newport News, Virginia 2400 Washington Avenue 3rd Floor Newport News, Virginia 23607 Attention: Chairman With a copy to Raymond H. Suttle, Jr. Jones, Blechman, Woltz & Kelly, P.C. 700 Town Center Drive Suite 800 Newport News, Virginia 23606

(c) If to the Bondholder, at:

South State Bank, N.A. 901 E. Cary Street Suite 210 Richmond, Virginia 23219 Attn: Thomas S. Zachry

All such demands, notices, approvals, consents, requests and other communications shall be deemed to have been given on (i) the date received if personally delivered, (ii) two Business Days after deposited in the mail if delivered by mail, or (iii) the date sent if sent by overnight


courier. The Borrower, the Authority and the Bondholder may, by notice given hereunder, designate any further or different addresses to which subsequent demands, notices, approvals, consents, requests and other communications shall be sent or persons to whose attention the same shall be directed.

Section 11.13 Other Agreements. To the extent that the execution and delivery of any Financing Instrument by the Borrower, or the performance of its obligations thereunder, would constitute a violation of or default under any other agreement to which the Bondholder and the Borrower are parties, such other agreement is hereby amended to permit such execution and delivery or such performance, as the case may be, and any default under such agreement resulting from such execution and delivery or such performance is hereby waived.

Section 11.14 Fees and Expenses. The Borrower agrees to pay (or reimburse the Bondholder for) (1) the fees and expenses of the Bondholder, counsel to the Bondholder, and all other costs, fees and expenses incidental to the financing hereunder, the issuance of the Series 2022B Bond and the costs of producing the documents referred to herein, and (2) all taxes of any kind whatsoever lawfully assessed, levied or imposed with respect to the filings or recordings pursuant to the Financing Instruments and the transactions contemplated by this Agreement.

[Signature Page Follows]


IN WITNESS WHEREOF, the Authority, the Bondholder and the Borrower have caused this Agreement to be executed in their respective names, all as of the date first above written.

INDUSTRIAL DEVELOPMENT AUTHORITY OF THE CITY OF NEWPORT NEWS, VIRGINIA By: Chair SOUTH STATE BANK, N.A., as Bondholder By: ____________________________________ Senior Vice President CHRISTOPHER NEWPORT UNIVERSITY REAL ESTATE FOUNDATION By: ____________________________________ Michael C. Martin, President


EXHIBIT A

FORM OF SERIES 2022B BOND

(See Attached)


EXHIBIT B

FORM OF REQUEST FOR ADVANCE

Industrial Development Authority of the City of Newport News, Virginia Educational Facilities Revenue Bond (Administration Building Project), Series 2022B

TO: South State Bank, N.A.

DATE: __________, 20___

REQUEST NUMBER: _____

BORROWER: Christopher Newport University Real Estate Foundation

In accordance with the terms of the Bond Purchase and Loan Agreement dated as of August 1, 2022 (the "Agreement"), between the Industrial Development Authority of the City of Newport News, Virginia, Christopher Newport University Real Estate Foundation, and South State Bank, N.A., the undersigned Borrower Representative requests that you make an Advance under the Series 2022B Bond in the principal amount of $________ pursuant to Section 4.2 of the Agreement. Capitalized terms used in this request and not defined herein have the meanings assigned to them in the Agreement. 1. It is hereby certified in accordance with the Agreement that the following is/are due payment in the amount(s) indicated for: Payee Final Budget Line Item Amount Due Total Amount of request

Note: Multiple payees may be submitted on one request provided all information is attached in spreadsheet format. Attached to this Request for Advance are AIA payment applications certified by the Borrower's architect and/or invoices supporting the amounts requested in the above table. 2. The amount stated above has been incurred, is due, is a proper use of Series 2022B Bond proceeds, has not been funded pursuant to a prior advance request and does not contain any retainage to which the Borrower is entitled. 3. There has not been filed with or served upon the Borrower notice of any lien, right to lien or attachment upon, or claim affecting the right of any such persons, firms, or corporations to


receive payment of, the respective amounts stated in this request which has not been released simultaneously with the payment of such obligations. 4. The payment of such request will not violate the prohibitions or requirements relating to the use of proceeds set forth in the Agreement. 5. All representations and warranties of the Borrower contained in the Agreement are true and current as of the date hereof, except to the extent that they relate solely to an earlier date. 6. No Event of Default (as defined in the Agreement) or event which after notice or lapse of time or both would constitute an Event of Default has occurred and not been waived or cured. 7. The funds advanced shall be applied by the Borrower solely and exclusively to payment of the Costs of the Projects for which they have been requested. You are authorized and directed to pay the above sum (sums) to the party (parties) named in Paragraph 1 from an Advance on the Series 2022B Bond.

Borrower Representative


EXHIBIT C

FORM OF SERIES 2022B NOTE


CHRISTOPHER NEWPORT UNIVERSITY REAL ESTATE FOUNDATION PROMISSORY NOTE

$__________ Dated: August __, 2022

Christopher Newport University Real Estate Foundation (the "Borrower"), a Virginia nonstock corporation, for value received, hereby promises to pay, to the Industrial Development Authority of the City of Newport News, Virginia (the "Authority"), or assigns, the principal sum of __________ DOLLARS ($__________), or such lesser amount as may be advanced hereunder, as follows.

Installments of principal and interest shall be made as required by the Bond Purchase and Loan Agreement dated as of August 1, 2022 (as altered, amended, modified, or supplemented from time to time, the "Agreement"), among the Authority, the Borrower and South State Bank, N.A. (as more particularly defined in the Agreement, the "Bondholder"), and to make payments with respect to the Authority's Educational Facilities Revenue Bond (Administration Building Project), Series 2022B in a principal amount equal to the aggregate amount of principal advances made thereunder up to $__________ (the "Series 2022B Bond"). In addition to the payments of principal and interest, the Borrower shall also pay such additional amounts, if any, that the Borrower is required to pay under the Agreement.

The principal sum payable under this Promissory Note shall be equal to the sum of the amounts advanced by the Bondholder under the Series 2022B Bond and this Promissory Note, as shown on the table of principal advances appearing at the end of the Series 2022B Bond or in a separate ledger maintained by the registered owner of the Series 2022B Bond, less the aggregate amount of principal payments which have been made on the Series 2022B Bond and this Promissory Note (whether upon principal installment dates, by prepayment or otherwise). No notation is required to be made on this Promissory Note of the payment of any principal or interest on normal installment payment dates. Advances of principal under the Series 2022B Bond are subject to certain conditions set forth in the Series 2022B Bond and the Agreement. HENCE, THE FACE AMOUNT OF THIS PROMISSORY NOTE MAY EXCEED THE PRINCIPAL SUM REMAINING OUTSTANDING AND DUE HEREUNDER.

All payments of principal and interest shall be made in lawful money of the United States of America at the principal office of the Bondholder, in Richmond, Virginia, or at such other place as the Bondholder may direct in writing.

The Authority, by the execution of the Agreement and the assignment form at the foot of this Promissory Note, is assigning, without recourse, this Promissory Note and the payments thereon to the Bondholder as security for the Series 2022B Bond, as issued pursuant to the Agreement. Payments of principal of and premium, if any, and interest on this Promissory Note shall be made directly to the Bondholder for the account of the Authority pursuant to such assignment and applied only to the principal of and premium, if any, and interest on the Series 2022B Bond. All obligations of the Borrower hereunder shall terminate when all sums due and to


become due pursuant to the Agreement, this Promissory Note and the Series 2022B Bond, have been paid or provided for in full.

This Promissory Note may be prepaid only as provided in the Series 2022B Bond and the Agreement.

This Promissory Note is issued in satisfaction of the Borrower's payment obligations of the Agreement and is entitled to the benefits and subject to the conditions thereof, including the provisions of Section 6.2 thereof that the Borrower's obligations thereunder and hereunder shall be unconditional. This is a single Promissory Note of the Borrower, limited to $_________ in principal amount. The Borrower obligations under this Promissory Note are additionally secured by the Assignment of Rents and Leases. All the terms, conditions and provisions of the Agreement, the Assignment of Rents and Leases, and the other Financing Instruments are, by this reference thereto, incorporated herein as a part of this Promissory Note.

Upon the occurrence of certain Events of Default, the principal of this Promissory Note may be declared, and the same shall become due, in accordance with the Agreement.

This Promissory Note is issuable only as a fully registered Promissory Note. This Promissory Note shall be registered on the registration books to be maintained by the Borrower Representative and the transfer of this Promissory Note shall be registrable only upon presentation of this Promissory Note at such office by the registered owner or by his duly authorized attorney. Such registration of transfer shall be without charge to the registered owner hereof, but any taxes or other governmental charges required to be paid with respect to the same shall be paid by the registered owner requesting such registration of transfer as a condition precedent to the exercise of such privilege. Upon any such registration of transfer, the Borrower shall execute and deliver in exchange for this Promissory Note a new Promissory Note, registered in the name of the transferee.

Prior to due presentment hereof for registration of transfer, the Borrower may deem and treat the person in whose name this Promissory Note is registered as the absolute owner hereof for all purposes; and the Borrower shall not be affected by any notice to the contrary. All payments made to the registered owner hereof shall be valid, and, to the extent of the sum or sums so paid, effectual to satisfy and discharge the liability for moneys payable on this Promissory Note.

Upon the prepayment or the call for redemption and the surrender of this Promissory Note for prepayment or redemption in part only, the Borrower shall cause to be executed and delivered to or upon the written order of the Bondholder, at the expense of the Borrower, a new Promissory Note of like form and tenor, but in principal amount equal to the unpaid or unredeemed portion of the principal of this Promissory Note. The Bondholder may, in lieu of surrendering this Promissory Note for a new fully registered Promissory Note, endorse on this Promissory Note acknowledgment of such partial prepayment or redemption, which acknowledgment shall set forth, over the signature of the Bondholder, the payment date, the principal amount prepaid or redeemed and the principal amount remaining unpaid.



IN WITNESS WHEREOF, the Borrower has caused this Promissory Note to be duly executed and to be dated the date first above written.

CHRISTOPHER NEWPORT UNIVERSITY REAL ESTATE FOUNDATION By: ____________________________________ Michael C. Martin, President


ASSIGNMENT

The Industrial Development Authority of the City of Newport News, Virginia (the "Authority"), hereby irrevocably assigns, without recourse, the foregoing Promissory Note to South State Bank, N.A. (as more particularly defined in the below defined agreement, the "Bondholder "), under the Bond Purchase and Loan Agreement dated as of August 1, 2022 (the "Agreement"), among the Authority, the Bondholder, and Christopher Newport University Real Estate Foundation (the "Borrower"). The Authority further hereby directs the Borrower, as the maker of the Promissory Note, to make all payments of principal of, Purchase Price (as defined in the Agreement) and interest thereon directly to the Bondholder as provided in the Agreement, or at such other place as the Bondholder may direct in writing. Such assignment is made as security for the payment of the Authority's Educational Facilities Revenue Bond (Administration Building Project), Series 2022B.

INDUSTRIAL DEVELOPMENT AUTHORITY OF THE CITY OF NEWPORT NEWS, VIRGINIA

By: ___________________________________ Chair

Dated: August__, 2022


RB-1 $__________

Dated: August __, 2022

UNITED STATES OF AMERICA

COMMONWEALTH OF VIRGINIA


Educational Facilities Revenue Bond (Administration Building Project), Series 2022B

The Industrial Development Authority of the City of Newport News, Virginia, a political

subdivision of the Commonwealth of Virginia (the "Authority"), for value received, hereby promises to pay, solely from the source as hereinafter provided, to the order of South State Bank, N.A. (together with any successor registered holder of this Bond, the "Bondholder"), at its principal office in Richmond, Virginia, or at such other place as the holder of this Bond may in writing designate, in lawful money of the United States of America, the principal amount of up to $__________ (or such lesser amount as may be advanced hereunder), together with interest on the outstanding and unpaid principal amount as set forth below.

This Bond is authorized and issued pursuant to the Industrial Development and Revenue Bond Act, Chapter 49, Title 15.2, Code of Virginia of 1950, as amended (the "Act") and a Bond Purchase and Loan Agreement dated as of August 1, 2022 (as altered, amended, modified or supplemented from time to time, the "Agreement"), among the Authority, Christopher Newport University Real Estate Foundation (the "Borrower") and the Bondholder. The proceeds of this Bond will be used, along with other available funds, to provide funds to the Borrower (1) to finance (A) the demolition of the CNU North Building (formerly the CNU SunTrust Building, which is owned by the Borrower and located at 301 Hiden Boulevard, Newport News, Virginia), (B) the design, construction and equipping of a park at the site and (C) the design, equipping and construction of a new approximately 3-story administration building (to be located at 359 Hiden Boulevard, Newport News, Virginia) for the Borrower and Christopher Newport University (the "University") and (2) if and as needed, capitalized interest on this Bond and costs of issuance related to the issuance of this Bond, working capital, routine capital expenditures at the sites described above and other related costs.

Reference is hereby made to the Agreement for a description of the provisions, among others, with respect to the nature and extent of the security for this Bond, additional amounts payable thereunder, the rights, duties and obligations of the Authority and the rights of the holder of this Bond with respect thereto. Each capitalized term used and not defined in this Bond has the meaning given to it in the Agreement.

The Bondholder shall make advances of principal under this Bond pursuant to and subject to the terms and conditions of Article IV of the Agreement.


Interest on the unpaid principal balance from time to time outstanding under this Bond, shall be due and payable on the first day of each month, commencing, September 1, 2022, at the Bank Rate, subject to adjustment upon an Event of Taxability and as otherwise provided below.

All interest payable shall be computed on the basis of the actual number of days elapsed over a year of 360 days.

If not sooner paid pursuant to Article X of the Agreement, the outstanding principal amount on this Bond shall be payable on the first day of each month, commencing September 1, 2024, in the amounts set forth in Schedule I attached hereto (such Schedule shall be modified and finalized on the Final Advance Date to reflect the amortization of the full principal amount of this Bond that has been advanced as of such Final Advance Date and such modified Schedule shall be approved by the Bondholder). On August 1, 2054 (the "Maturity Date"), the entire outstanding and unpaid principal hereof, and accrued interest thereon, unless sooner prepaid, shall be due and payable, subject, however, to prepayment as hereinafter provided. Both principal and interest are payable in lawful money of the United States of America.

This Bond shall be subject to mandatory tender for purchase by the Borrower in full prior to maturity on August 1, 2034 (the "Initial Tender Date"), at a purchase price equal to the outstanding principal amount of this Bond, together with all unpaid interest thereon accrued to the date of purchase (the "Purchase Price"). Notwithstanding the foregoing, if no Event of Default has occurred and is continuing (as certified in writing by the Borrower) on the Initial Tender Date, the Initial Tender Date shall automatically, without further action by the Borrower or the Bondholder, be extended to August 1, 2042 (the "2042 Tender Date"), and upon such extension, this Bond shall be subject to further mandatory tender for purchase by the Borrower in full prior to maturity on August 1, 2048 (the "2048 Tender Date"). Prior to such further extended 2048 Tender Date the Borrower may request that the Bondholder agree to continue to hold this Bond after the 2048 Tender Date, and the Bondholder may (but has no obligation to) offer to continue to hold this Bond pursuant to specified terms (including, without limitation, an alteration in the interest rate and/or the principal repayment schedule) that shall apply after the 2048 Tender Date. If the Bondholder and the Borrower agree to such specified terms, this Bond, the Agreement and any other applicable documents shall be amended appropriately to reflect such terms and the Borrower shall cause to be delivered to the Bondholder a written opinion by an attorney or firm of attorneys of recognized standing on the subject of tax-exempt municipal finance to the effect that such transaction will not have a material adverse effect on the tax-exempt status of this Bond. If the Bondholder does not offer, or the Bondholder and the Borrower do not agree to, the terms of continued ownership by the Bondholder after the 2048 Tender Date, this Bond shall continue to be subject to mandatory tender as provided above on the 2048 Tender Date, and the failure of the Borrower to pay the Purchase Price on the 2048 Tender Date shall constitute an Event of Default.

If the specified or last date for the making of any payment is not a Business Day, such payment shall be made as set forth in Section 11.5 of the Agreement.

The outstanding principal amount of this Bond shall bear interest at the Bank Rate, unless:

(i) a Determination of Taxability shall have occurred, in which case this Bond shall bear interest at the Taxable Rate from and after the Date of Taxability and the Borrower shall pay


to the Bondholder, on demand, such additional amounts as shall be necessary to provide that interest shall have been payable at the Taxable Rate from the Date of Taxability; and


As used in this Bond, the following capitalized terms shall have the meanings set forth below:

"Bank Rate" means, (a) from the Closing Date to but excluding the Initial Tender Date, a fixed annual rate of interest per annum equal to 3.48%, (b) from the Initial Tender Date to but excluding the 2042 Tender Date, an annual rate of interest per annum (determined no less than thirty (30) days prior to the 2042 Tender Date) equal to 79% of the sum of the 7-year I/R Swap Rate (which may be found at https://www.barchart.com/economy/interest-rates) plus 1.15%, (c) from the 2042 Tender Date to but excluding the 2048 Tender Date, an annual rate of interest per annum equal to 79% of the sum of the 7-year I/R Swap Rate (which may be found at https://www.barchart.com/economy/interest-rates) plus 1.15%, and (d) in accordance with Section 10.2 of the Agreement, from the 2048 Tender Date to Final Maturity or such other date agreed to by the Borrower and the Bondholder, an annual rate of interest per annum agreed to by the Borrower and the Bondholder no less than thirty (30) days prior to the 2048 Tender Date. In the event that the 7-year I/R Swap Rate is unavailable from the source identified in clause (b) above at the time the Bank Rate is to be reset as provided therein, the Bondholder shall designate an alternate and substitute source for such 7-year I/R Swap Rate, which shall be reasonably acceptable to the Borrower, and such source shall be utilized for purposes of resetting the Bank Rate.


"Closing Date" means the date of issuance of this Bond.

"Date of Taxability" shall mean the earliest date as of which interest on this Bond shall have been determined to be includable in the gross income of the Bondholder pursuant to a Determination of Taxability.

"Determination of Taxability" or "Determination" shall mean and shall be deemed to have occurred on the first to occur of the following:

(a) on that date when the Borrower files any statement, supplemental statement or other tax schedule, return or document which discloses that an Event of Taxability, as hereinafter defined, shall have in fact occurred;


(b) on the date when any Bondholder or former Bondholder notifies the Borrower that it has received a written opinion by an attorney or firm of attorneys of recognized standing on the subject of municipal bonds to the effect that an Event of Taxability shall have occurred unless, within 180 days after receipt by the Borrower of such notification from any Bondholder or any former Bondholder, the Borrower shall deliver to each Bondholder and former Bondholder a ruling or determination letter issued to or on behalf of the Borrower by the Commissioner or any District Director of Internal Revenue (or any other government official exercising the same or a substantially similar function from time to time) to the effect that, after taking into consideration such facts that formed the basis for the opinion that an Event of Taxability has occurred, an Event of Taxability shall not have occurred;

(c) on the date when the Borrower shall be advised in writing by the Commissioner or any District Director of Internal Revenue (or any other government official or agent exercising the same or a substantially similar function from time to time) that, based upon filings of the Borrower, or upon any review or audit of the Borrower or upon any other ground whatsoever, an Event of Taxability shall have occurred;

(d) on that date when the Borrower shall receive notice from any Bondholder or former Bondholder that the Internal Revenue Service (or any other government official or agency exercising the same or a substantially similar function from time to time) has assessed as includable in the gross income of such Bondholder or any former Bondholder the interest on this Bond due to the occurrence of an Event of Taxability;

provided, however, no Determination of Taxability shall occur under subparagraph (c) or (d) hereof unless the Borrower has been afforded the opportunity, at their expense, to contest any such assessment and, further, no Determination of Taxability shall occur until such contest, if made, has been finally determined; provided further, however, that upon demand from any Bondholder or former Bondholder, the Borrower shall immediately reimburse such Bondholder or former Bondholder for any payments such Bondholder or former Bondholder shall be obligated to make as a result of the Determination of Taxability during any such contest.

"Event of Taxability" shall mean (a) a change in law or fact or the interpretation thereof, or the occurrence or existence of any fact, event or circumstance (including, without limitation, the taking of any action by the Borrower, or the failure to take any action by the Borrower, or the making by the Borrower of any misrepresentation herein or in any certificate required to be given in connection with the issuance, sale or delivery of this Bond), or (b) the entry of any decree or judgment by a court of competent jurisdiction, or the taking of any official action by the Internal Revenue Service or the Department of the Treasury, which decree, judgment or action shall be final under applicable procedural law, in either case which has the effect of causing the interest paid or payable on this Bond to become includable in the gross income of any Bondholder or former Bondholder of this Bond for federal income tax purposes.

"Taxable Rate" shall mean a rate of interest per annum equal to Bank Rate divided by the percentage obtained by subtracting the then-highest U.S. corporate tax rate (as of the Closing Date, 21%) from 1.00.


This Bond may be prepaid by the Authority, at the direction of the Borrower Representative, in whole or in part at any time upon five days' prior written notice to the Bondholder at a price equal to par plus accrued interest to the date of prepayment; provided that the price for any prepayment of this Bond occurring before August 1, 2027, in connection with a refinancing of this Bond with a creditor other than the Bondholder or an Affiliate of the Bondholder shall equal the following redemption prices (expressed as a percentage of the principal amount to be prepaid) plus accrued interest to the date of prepayment:



Section 9.2(a) of the Agreement provides that the Bondholder, at its option, may declare all amounts payable under this Bond to be immediately due and payable upon an Event of Default thereunder, and upon such declaration all amounts hereunder shall become immediately due and payable.

This Bond is issued pursuant to and in full compliance with the Act. THE PRINCIPAL AND PURCHASE PRICE, IF ANY, AND INTEREST HEREON ARE LIMITED OBLIGATIONS OF THE AUTHORITY PAYABLE SOLELY FROM THE REVENUES AND RECEIPTS DERIVED FROM THE AGREEMENT, INCLUDING PAYMENTS RECEIVED THEREUNDER, WHICH PAYMENTS, REVENUES AND RECEIPTS HAVE BEEN PLEDGED AND ASSIGNED TO THE BONDHOLDER TO SECURE PAYMENT OF THIS BOND. THE PRINCIPAL OF, PURCHASE PRICE, IF ANY, AND THE INTEREST THEREON SHALL NOT BE DEEMED TO CONSTITUTE A DEBT OR A PLEDGE OF THE FAITH AND CREDIT OF THE COMMONWEALTH OF VIRGINIA OR ANY POLITICAL SUBDIVISION THEREOF, INCLUDING THE AUTHORITY AND THE CITY OF NEWPORT NEWS, VIRGINIA. NEITHER THE COMMONWEALTH OF VIRGINIA NOR ANY POLITICAL SUBDIVISION THEREOF, INCLUDING THE AUTHORITY AND THE CITY OF NEWPORT NEWS, VIRGINIA, SHALL BE OBLIGATED TO PAY THE PRINCIPAL OF, PURCHASE PRICE, IF ANY, OR INTEREST ON THIS BOND OR OTHER COSTS INCIDENT THERETO EXCEPT FROM THE REVENUES AND RECEIPTS PLEDGED THEREFOR, AND NEITHER THE FAITH AND CREDIT OF THE AUTHORITY, THE COMMONWEALTH OF VIRGINIA OR ANY POLITICAL SUBDIVISION OF THE COMMONWEALTH OF VIRGINIA, INCLUDING THE CITY OF NEWPORT NEWS, VIRGINIA, NOR THE TAXING POWER OF THE COMMONWEALTH OF VIRGINIA OR ANY POLITICAL SUBDIVISION THEREOF, INCLUDING THE CITY OF NEWPORT NEWS, VIRGINIA, IS PLEDGED TO THE PAYMENT OF THE PRINCIPAL OF, PURCHASE PRICE, IF ANY, OR INTEREST ON THIS BOND OR OTHER COSTS INCIDENT THERETO. THE AUTHORITY HAS NO TAXING POWER. No covenant, condition or agreement contained herein shall be deemed to be a covenant, agreement or obligation of any present or future director, officer, employee or agent of the Authority in his individual capacity, and neither directors of the Authority nor any officer thereof executing this Bond shall be liable personally on this Bond or be subject to any personal liability or accountability by reason of the issuance hereof.


Simultaneously with the issuance of this Bond, the Borrower will execute and deliver to the Authority a promissory note in the aggregate principal amount of this Bond (as more particularly defined in the Agreement, the "Series 2022B Note").

Pursuant to the Agreement and the Assignment affixed to the Series 2022B Note, the Authority has assigned, without recourse, to the Bondholder, as security for this Bond, the Series 2022B Note, and certain rights of the Authority under the Agreement. Under the Series 2022B Note, the Borrower agrees to pay amounts sufficient to pay the principal of, Purchase Price (if any) and interest on this Bond as the same become due.

Ownership of this Bond may be transferred only by surrender hereof to the Borrower Representative, as registrar, and the issuance of this Bond or a replacement therefor to the transferee by the Authority. The Authority shall not be required to affect any such transfer unless properly indemnified for its expenses related to such transfer (including reasonable attorneys' fees) by the prospective transferee.

All acts, conditions and things required to happen, exist or to be performed precedent to and in the issuance of this Bond have happened, exist and have been performed.



IN WITNESS WHEREOF, the Authority has caused this Bond to be signed by its Chair and its seal to be affixed hereon and attested by its Secretary/Treasurer as of the dated date of this Bond.

INDUSTRIAL DEVELOPMENT AUTHORITY OF THE CITY OF NEWPORT NEWS, VIRGINIA By: Chair

(SEAL) ATTEST: By:

Secretary/Treasurer


ASSIGNMENT

FOR VALUE RECEIVED, the undersigned hereby sells, assigns, endorses without recourse and transfers unto

(PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS, INCLUDING ZIP CODE OF ASSIGNEE) PLEASE INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER OF TRANSFEREE ______________________________ the within Bond and all rights hereunder, and hereby irrevocably constitutes and appoints _______________________________________________________________________________ attorney to transfer the within Bond on the books kept for registration hereof, with full power of substitution in the premises. Dated:_____________________ By: _________________________________ NOTICE: the signature to this assignment must correspond with the name as it appears upon the face of the within Bond in every particular, without alteration or enlargement or any change whatever. IN THE PRESENCE OF: ___________________________________ NOTICE: Signatures must be guaranteed by an "eligible guarantor institution" meeting the requirements of the Paying Agent, which requirements include membership or participa-tion in the Security Transfer Agent Medallion Program ("STAMP") or such other "signature guarantee program" as may be determined by the Paying Agent in addition to, or in substitution for, STAMP, all in accordance with the Securities Exchange Act of 1934, as amended.

Please affix signature guarantee ink stamp below with appropriate signature, title of officer and date.


Schedule I

(See Attached)


RESOLUTION APPROVING THE PLAN OF FINANCE FOR THE ISSUANCE AND SALE OF REVENUE BONDS FOR THE BENEFIT OF CHRISTOPHER NEWPORT UNIVERSITY REAL ESTATE FOUNDATION RELATED TO THE NEW ADMINISTRATION BUILDING AND DELEGATING TO THE STATE TREASURER THE AUTHORITY TO APPROVE THE FINAL TERMS AND STRUCTURE OF THE BONDS

WHEREAS, the approval of the Treasury Board of the Commonwealth of Virginia (the

"Treasury Board") of the terms and structure of all proposed bond issues or other financing arrangements executed by or for the benefit of education institutions is required pursuant to Section 2.2-2416(5) of the Code of Virginia of 1950, as amended (the "Virginia Code");

WHEREAS, the Christopher Newport University Real Estate Foundation (the "Foundation") is a Virginia nonstock corporation organized for the benefit of Christopher Newport University (the "University"), a public institution of higher education in the Commonwealth of Virginia (the "Commonwealth");

WHEREAS, the Foundation proposes to finance (i) the demolition of the CNU North Building (formerly the CNU SunTrust Building, which is owned by the Foundation and located at 301 Hiden Boulevard, Newport News, Virginia), (ii) the design, construction and equipping of a park at the site, (iii) the design, equipping and construction of a new approximately 3-story administration building (to be located at 359 Hiden Boulevard, Newport News, Virginia) (the "New Administration Building") for the Foundation and the University (collectively (i) through (iii), the "Administration Building Project"), and (iv) if and as needed, capitalized interest on the Administration Building Bonds (as hereinafter defined) and costs of issuance related to the issuance of the Administration Building Bonds, working capital, routine capital expenditures at the Administration Building Project described above and other related costs;

WHEREAS, the Foundation proposes to finance the Administration Building Project through the issuance of revenue bonds (the "Administration Building Bonds") by the Industrial Development Authority of the City of Newport News, Virginia (the "Authority");

WHEREAS, as security for the Administration Building Bonds, the Foundation will lease the New Administration Building to the University under a Deed of Lease (the "Administration Building Lease"), between the Foundation and the University;

WHEREAS, debt service on the Administration Building Bonds is payable from the revenues of the New Administration Building, including, without limitation, rents and lease payments, including payments under the Administration Building Lease of the Administration Building Project (the "Administration Project Revenues"); and

WHEREAS, presented at this meeting to the members of the Treasury Board is a plan of finance that describes the proposed terms and structure of the Administration Building Bonds (the "Preliminary Financing Summary").


NOW, THEREFORE, BE IT RESOLVED BY THE TREASURY BOARD OF THE COMMONWEALTH OF VIRGINIA THAT:

1. The Treasury Board hereby approves of (i) the plan of finance and issuance and sale of the Administration Building Bonds as proposed by the Foundation and presented to this meeting and (ii) the terms and structure of the Administration Building Bonds, as outlined in the Preliminary Financing Summary, subject to final approval by the State Treasurer as described in Section 3 below.

2. Pursuant to Section 2.2-2416(9) of the Virginia Code, the Treasury Board hereby deems it proper to delegate and hereby delegates to the State Treasurer of the Commonwealth (the "State Treasurer") the power to act for and on behalf of the Treasury Board and to take such action as he, in his sole discretion, deems necessary and appropriate, subject to the limitations set forth herein, and otherwise consistent with this Resolution, in connection with the issuance and sale of the Administration Building Bonds, including, without limitation, the actions set forth in Section 3 below.

3. The Treasury Board hereby authorizes the State Treasurer to determine and approve of the final terms and structure of the Administration Building Bonds and to authorize the Foundation to proceed with the issuance of the Administration Building Bonds as described in the Preliminary Financing Summary, provided that: (i) the aggregate principal amount of the Administration Building Bonds shall not exceed $28,500,000, (ii) the final maturity of the Administration Building Bonds shall not be later than December 31, 2055, and (iii) the initial interest rate of the Administration Building Bonds shall not exceed 4.00%.

4. The Treasury Board hereby approves and ratifies all other actions of the State Treasurer and the Treasury Board staff that are in conformity with the purpose and intent of this Resolution. The Treasury Board hereby authorizes the State Treasurer to take such further actions and to approve and to ratify such other actions of the Authority as are necessary to carry out the purposes and intent of this Resolution, including, without limitation, the preparation, delivery, and execution of other agreements, certificates, or other documents providing for the issuance of the Administration Building Bonds.

5. This Resolution shall take effect upon adoption and shall remain in effect until June 30, 2023.


PRELIMINARY FINANCING SUMMARY Christopher Newport University Real Estate Foundation

August 17, 2022

$7,500,000* Series 2022 (CNU Apartments Project) Title: Educational Facilities Revenue Bond CNU Apartments Project), Series

2022 Issuer: Industrial Development Authority of the City of Newport News (the “EDA”) Borrower: Christopher Newport University Real Estate Foundation (the “Foundation”) Legislative Reference: The Legislative Reference is: Section 2.0-I-3, Chapter 2, 2022 Special

Session I Virginia Acts of Assembly._ Purpose: (1) to refinance the balance outstanding of the Authority's Revenue Bond

(Christopher Newport University Student Housing Project), Series 2018A ($4,235,509.86) and Revenue Bond (Christopher Newport University Student Housing Project), Series 2018B ($2,413,497.73) (collectively, the "2018 Bonds"), originally issued to (a) refinance existing debt of the Foundation that refinanced the costs of constructing and equipping a student housing complex (the "CNU Apartments") located at 39 Sweetbriar Drive in the City of Newport News, Virginia 23606 and leased by Christopher Newport University (the "University"); and (2) to finance costs of issuance related to the issuance of the bonds.

Security: - Lease Agreement between the Foundation and the University, and an

Assignment of Rents and Leases by the Foundation to the Lender - Prohibition on the use of the Project and Lease as collateral or security for

any other loan during the term of the financing (negative pledge). - Debt Service Covenant of 1.00x (sum of net income of the Project, plus depreciation, depletion, amortization and other non-cash charges, plus interest expense, divided by current portion of debt service)

Bond Structure:* - $7,500,000* Fixed Rate Term Loan from South State Bank - Principal and Interest Payable Monthly in equal monthly installments - Final maturity of December 1, 2033

- Fixed interest rate of 3.44% - Payable from project revenues, including revenues received under the lease The refinancing will eliminate a balloon payment of $5,915,612 due on 12/1/2023 on the existing Series 2018A and Series 2018B Bonds, and create a fixed-rate, level debt service structure to fully retire the debt associated with this project.


Period Ending

Prior Debt Service

Refunding Debt Service* Savings*

6/30/2023 697,959.26 580,306.45 117,652.81 6/30/2024 6,278,245.85 740,816.78 5,537,429.07 6/30/2025 740,816.79 ‐740,816.79 6/30/2026 740,816.83 ‐740,816.83 6/30/2027 740,816.80 ‐740,816.80 6/30/2028 740,816.82 ‐740,816.82 6/30/2029 740,816.81 ‐740,816.81 6/30/2030 740,816.78 ‐740,816.78 6/30/2031 740,816.76 ‐740,816.76 6/30/2032 740,816.76 ‐740,816.76 6/30/2033 740,816.79 ‐740,816.79 6/30/2034 370,408.41 ‐370,408.41 6,976,205.11 8,358,882.78 ‐1,382,677.67

Note: Presented as Annual Summary. Actual Payment Dates will be Monthly Pricing Date:* N/A Dated/Delivery Date:* On or about August 19, 2022 Interest Payment Dates:* Monthly, beginning September 1, 2022 Principal Payment Dates:* Monthly, beginning September 1, 2022 Redemption Provisions:* Prepayable without penalty at any time if prepaid from cash flow, sale of

the assets, or transfer to the University. If refinanced with another lender, a prepayment penalty of 3% in years 1-2, 2% in years 3-4, and 1% in year 5 shall apply, with no prepayment penalty after year five.

Preliminary Scheduled Amortization*:

Period Ending Principal Interest

Total Debt Service

6/30/2023 396,524.10 183,782.35 580,306.45 6/30/2024 521,642.36 219,174.42 740,816.78 6/30/2025 540,723.48 200,093.31 740,816.79 6/30/2026 559,887.12 180,929.71 740,816.83 6/30/2027 579,729.95 161,086.85 740,816.80 6/30/2028 599,899.52 140,917.30 740,816.82 6/30/2029 621,536.82 119,279.99 740,816.81 6/30/2030 643,564.53 97,252.25 740,816.78 6/30/2031 666,372.91 74,443.85 740,816.76 6/30/2032 689,862.98 50,953.78 740,816.76 6/30/2033 714,438.88 26,377.91 740,816.79 6/30/2034 366,656.34 3,752.07 370,408.41 6,900,838.99 1,458,043.79 8,358,882.78

Note: Presented as Annual Summary. Actual Payment Dates will be Monthly Denomination: $7,500,000*


Registration Provisions: Registered Form Method of Sale: Direct Purchase Underwriter/Placement N/A Agent: Credit/Liquidity Provider: N/A Swap Provider: N/A True Interest Cost:* 3.51% Anticipated Ratings: Not Rated Bond Counsel: McGuireWoods LLP Financial Advisor: Raymond James Trustee/Paying Agent: N/A Estimated Cost of Issuance*:

Preliminary Cost of Issuance Worksheet

Bond Counsel 95,000.00 Financial Advisor 40,000.00 Borrower’s Counsel 10,000.00 Bank Counsel 8,750.00 IDA Application Fee 400.00 IDA Closing Fee 200.00 IDA Issuance Fee 19,750.00 IDA Counsel Fee ‐ Jones, Blechman 2,000.00 Treasury Board Fee (10 BP of Par) 0.00 Other 0.00 Total 176,100.00


COMMONWEALTH of VIRGINIA

LEWIS R. McCABE, CPA, CGFM, CGMA Office of the Comptroller P. O. BOX 1971 COMPTROLLER RICHMOND, VIRGINIA 23218-1971

August 9, 2022

MEMORANDUM TO: Bradley L. Jones Director, Debt Management FROM: Lewis R. McCabe SUBJECT: CNU Treasury Board Lease Presentation Christopher Newport University reached out to my staff requesting an analysis of two lease agreements. Please see the attached document for the background and analysis related to the agreements. Please ensure this is included in the August Treasury Board materials. Attachment cc: David L. Richardson, State Treasurer


Christopher Newport University GASB 87 Long-term Leases Analysis

Background:

Christopher Newport University (CNU) contacted DOA concerning two leases they plan to present before Treasury Board concerning student housing and administration. The first lease was entered into in 2002 and they would like to amend the lease based on a refunded bond issuance in 2022. This lease is known as the CNU Apartments lease. The second lease is a new agreement to be entered into in 2022 and is known as the Shenandoah River Hall lease. CNU Apartments is for student housing and Shenandoah River Hall is for administration purposes. Both leases are between CNU and a foundation of CNU. Both leases also are financed by bonds issued through the Economic Development Authority of the City of Newport News and are debt of the foundation. Shenandoah River Hall are new bonds and CNU Apartments are refunding bonds to replace the previously issued bonds for this lease.

The CNU Apartments is an existing lease that began in 2002 and has already been extended a couple of times and is being amended in 2022 to be in effect until 2034. New refunding bonds are being issued this year for financing.

Reporting Issue:

CNU and Treasury reached out to DOA for a determination of whether these arrangements constitute a long-term lease under Section 4-3.03 of Chapter 552, Virginia Acts of Assembly to be presented to Treasury Board. DOA is also evaluating accounting and financial reporting treatment for these arrangements

Conclusion:

Based upon information provided by CNU both of these contracts are Long-term leases per GASBS No. 87, Leases, between CNU and its foundation. CNU should follow all applicable GASB 87 guidance when recording and reporting these leases. Foundation accounting is governed under FASB guidance. Foundation statements should follow FASB lease guidance. For DOA reporting, CNU should report and then eliminate this activity between CNU and the foundation on the Attachment HE-10 since this activity would be intra-entity for statewide reporting. If this is done, the lease activity would be reported as off-balance sheet in DOA’s Report of Off-Balance Sheet Financial Obligations in the Liabilities to Foundations that were Eliminated line item.

It should be understood that for Annual Comprehensive Financial Report (ACFR) purposes, these leases would not be included in the debt schedules or as Long-term Leases in the long-term debt footnote since they are between CNU and its foundation. The bond debt of the foundation would be included in the ACFR and the debt schedules as Foundation debt.


August 9, 2022

MEMORANDUM:

TO: David L. Richardson, Treasurer

FROM: Michael D. Maul

SUBJECT: Christopher Newport University lease agreement

In response to the question regarding Department of Planning and Budget (DPB) approval of Christopher

Newport University (CNU) entering into capital lease agreements with the CNU Real Estate Foundation

(CNUREF), we offer the following:

Section 2.0, paragraph I.3., of Chapter 2, 2022 Acts of Assembly, Special Session I, authorizes CNU to enter

into written agreements with CNUREF, including agreements in connection with the refinancing of certain

housing and office space projects, and also to lease all or a portion of such facilities from CNUREF.

Paragraph I also requires that any such projects shall be consistent with guidelines of the Department of General

Services (DGS). DGS has promulgated guidelines applicable to capital leases in §2.2-1149 of the Code of

Virginia, but since CNU meets the requirements of paragraph 5 of that section, the guidelines are not applicable.

As such, the leases proposed by CNU do not require additional DPB approval.

cc: Adam Henken, DPB

Richard Rhodemyre, Treasury


SECOND AMENDMENT TO DEED OF LEASE AS TO

"CNU APARTMENT" ONLY 39 Sweetbriar Road

This SECOND AMENDMENT TO DEED OF LEASE (the "Second Amendment") is dated

as of August ___, 2022, by and between CNU APARTMENTS, LLC (successor to Christopher Newport University Education Foundation), as Grantor (the "Foundation"), and the COMMONWEALTH OF VIRGINIA, THE RECTOR AND VISITORS OF CHRISTOPHER NEWPORT UNIVERSITY, as Grantee (the "University'), in accordance with Chapter 1073 of the 2000 Appropriations Act, as amended.

WHEREAS, a certain Deed of Lease (the “Lease”) was entered into between the University

and Christopher Newport University Education Foundation (f/k/a/ The Christopher Newport University Educational Foundation, Inc. (the “Foundation”) dated as of August 1st, 2002, a copy of which Lease is attached hereto, incorporated herein as if set out in full and made a part hereof; and,

WHEREAS, the Foundation assigned its interest in the Facility to CNU University Apartments,

LLC, a Virginia limited liability company (“CNU Apartments”) by that certain Assignment of Lease dated as of November 1, 2013 (the “Assignment”); and,

WHEREAS, the Initial Term of the Lease terminated on July 31st, 2017 and the parties by that

certain First Amendment to Deed of Lease (the “First Amendment”) dated as of November 1st, 2013 did amend, modify and extend the term of the Lease to a new termination date of July 31st, 2023 (the “New Termination Date”), wherein the University retained the right to renew and extend the Lease with respect to the Facility )as described in that First Amendment, being generally referred to as "CNU Apartments" located at 39 Sweetbriar Drive, Newport News, Virginia, all as more particularly set forth in the legal description to this Second Amendment on Exhibit A, attached hereto; and,

WHEREAS, this Second Amendment pertains only to the CNU Apartments Facility at 29

Sweetbriar Drive, and to no other student housing project lease between the Foundation or the Christopher Newport University Real Estate Foundation to the University; and,

WHEREAS, the parties by this Second Amendment desire to further amend, modify and

extend the term of the Lease and the First Amendment to a new termination date of December 1st, 2033 (the “Extended Termination Date”) as part of a refunding of Bonds used to finance the Facility.

Now therefore,

WITNESSETH 1. PREMISES.

For and in consideration of the terms, conditions, covenants, promises, and agreements made in the Lease, the First Amendment, and this Second Amendment, the Foundation leases, and continues to lease, to the University the Facility, under the same terms and conditions as the Lease, and subject only to such changes contained in the First Amendment and this Second Amendment. The Foundation and the University hereby ratify and confirm all the terms in the Lease and incorporate its terms herein as if set out in full. A more particular description of the Facility is attached hereto as Exhibit A.


2. EXTENSION OF TERM. The Initial Term set forth in the Lease and the Termination Date of July 31st, 2017 set forth in the Lease, as extended in the First Amendment to July 31st, 2023, is hereby extended to expire on December 1, 2034 (the “Extended Termination Date"). The date on which any renewal or extension of this Lease shall ends shall be collectively referred to as the Termination Date.

3. RENT The University shall pay the Foundation such sum as is necessary to pay the debt service (Principal and Interest), as the same may be adjusted according to the terms of any Financing, including any prepayment fees or premium, for any present or future Financing of the Facility together with such other sums directly attributable to the Facility, such as, and including but not limited to real estate tax and insurance (the "Rent") for the extended term until the Termination Date, subject to the exclusive options to renew and together with such other additional rent from time to time as described in the Lease.

4. RATIFICATION OF LEASE. In all other respects, all terms, and conditions of the Lease, and the First Amendment are hereby fully ratified and confirmed in this Second Amendment.

[signatures on following pages]


IN WITNESS WHEREOF, the parties hereto have affixed their signatures and seals.

CNU Apartments, LLC By: Christopher Newport University Education Foundation, its sole member By: ___________________________________ Brian M. Eakes, President Commonwealth of Virginia City of Newport News, to wit: The foregoing Second Amendment to Deed of Lease was acknowledged before me this ___ day of ______, 2022 by Brian M. Eakes, acting in his capacity as President of the Christopher Newport University Education Foundation. _________________________________ Notary Public My Commission Expires: __________________ My Commission number: __________________


Commonwealth of Virginia Rector and Visitors of Christopher Newport University By: ____________________________________ Jennifer B. Latour, Chief Financial Officer Commonwealth of Virginia City of Newport News, to wit: The foregoing Second Amendment to Deed of Lease was acknowledged before me this ___ day of ______, 2022 by Jennifer B. Latour, acting in her capacity as Chief Executive Officer of Christopher Newport University. _________________________________ Notary Public My Commission Expires: __________________ My Commission number: __________________ Office of the Attorney General Approved as to form: ______________________________ Maureen M. Matsen Christopher Newport University General Counsel and Special Assistant Attorney General


Parel ID: 21000293 - Exhibit A

All that certain lot, piece or parcel of land situate, lying and being in the City of Newport News, Virginia containing 8.0594 acres and shown and designated as Parcel "C2" on that certain plat entitled "RESUBDIVISION PLAT OF PROPERTY OF THE CHRISTOPHER NEWPORT UNIVERSITY EDUCATIONAL FOUNDATION, INCORPORATED, NEWPORT NEWS, VIRGINIA," dated February 20, 2004, made by The Spectra Group, Inc., recorded in Newport News Circuit Court Clerk's Office (the "Clerk's Office") in Deed Book 1902, at Page 0119.

Subject, however, to any and all restrictions, covenants, easements and liens of record against said property, including without limitation, the easements and obligations described as affecting the Property and the owner of the Property from time to time in that certain agreement entitled, "Ingress/Egress Easements, Covenants and Restrictions Agreement" dated May 17, 2004, by and among The Christopher Newport University Educational Foundation, Inc., and CNU Village Land, LLC, recorded in the Clerk's Office in Deed Book 1938, Page 1770.

Together with all and singular the buildings and improvements thereon, rights and privileges,

tenements, hereditaments, easements and appurtenances unto the said land belonging or in anywise appertaining, including, without limitation, the rights and easements as described in that certain agreement entitled, "Ingress/Egress Easements, Covenants and Restrictions Agreement" dated May 17, 2004, by and among The Christopher Newport University Educational Foundation, Inc., and CNU Village Land, LLC, recorded in the Clerk's Office in Deed Book 1938, Page 1770.

Being all of the property conveyed to CNU University Apartments, LLC by Deed dated June

28, 2006 and recorded December 28, 2006 in the Clerk's Office in Deed Book 2208 at Page 1143. More commonly known own as 39 Sweetbriar Drive, Newport News, Virginia 23606.

162548976_2.docx


BOND PURCHASE AND LOAN AGREEMENT

among

INDUSTRIAL DEVELOPMENT AUTHORITY OF THE CITY OF NEWPORT NEWS, VIRGINIA,

SOUTH STATE BANK, N.A., as Bondholder

and

CHRISTOPHER NEWPORT UNIVERSITY REAL ESTATE FOUNDATION

and

CNU UNIVERSITY APARTMENTS 2, LLC, as Borrowers

Dated as of August 1, 2022


TABLE OF CONTENTS Page

ARTICLE I DEFINITIONS AND RULES OF CONSTRUCTION

Section 1.1 Definitions........................................................................................................ 2 Section 1.2 Rules of Construction ...................................................................................... 6

ARTICLE II REPRESENTATIONS AND FINDINGS

Section 2.1 Representations and Findings by Authority ..................................................... 7 Section 2.2 Representations by the Borrowers ................................................................... 8 Section 2.3 Survival of Representation and Warranties ................................................... 11

ARTICLE III ISSUANCE OF SERIES 2022A BOND;

CONDITIONS TO PURCHASE OF SERIES 2022A BOND Section 3.1 Sale and Purchase of Series 2022A Bond ...................................................... 11 Section 3.2 Conditions Precedent to Delivery of Series 2022A Bond ............................. 12 Section 3.3 Execution ....................................................................................................... 13

ARTICLE IV DISPOSITION OF PROCEEDS

Section 4.1 Disposition of Proceeds ................................................................................. 13

ARTICLE V LOAN BY THE AUTHORITY; THE SERIES 2022A NOTE

Section 5.1 Loan by the Authority; Repayment of Loan .................................................. 13

ARTICLE VI PAYMENTS

Section 6.1 Amounts Payable ........................................................................................... 14 Section 6.2 Unconditional Obligations ............................................................................. 16 Section 6.3 Payments Assigned ........................................................................................ 17

ARTICLE VII SPECIAL COVENANTS

Section 7.1 Maintenance and Modifications by the Borrowers ........................................ 17 Section 7.2 Taxes, Charges and Liens .............................................................................. 17 Section 7.3 Cure by Authority or Bondholder .................................................................. 17 Section 7.4 Undertaking and Use of the Project ............................................................... 18 Section 7.5 Indemnification .............................................................................................. 18 Section 7.6 Tax Exemption for the Series 2022A Bond ................................................... 19 Section 7.7 References to Bonds Ineffective after Bonds Paid ........................................ 22 Section 7.8 Proof of Payment of Taxes and Other Charges ............................................. 22 Section 7.9 Inspection and Right of Access ...................................................................... 22


Section 7.10 Financial Records; Financial Statements and Other Information .................. 22 Section 7.11 Payment of Obligations .................................................................................. 23 Section 7.12 Borrowers' Business ....................................................................................... 23 Section 7.13 Compliance with Laws .................................................................................. 23 Section 7.14 Debt Service Coverage Ratio ......................................................................... 23 Section 7.15 Negative Pledge of the Project and the Lease ................................................ 23 Section 7.16 Lease and Project ........................................................................................... 23

ARTICLE VIII DAMAGE, DESTRUCTION, CONDEMNATION AND LOSS OF TITLE

Section 8.1 Damage, Destruction, Condemnation and Loss of Title ................................ 24

ARTICLE IX EVENTS OF DEFAULT AND REMEDIES

Section 9.1 Event of Default ............................................................................................. 24 Section 9.2 Remedies on Default ...................................................................................... 25 Section 9.3 No Remedy Exclusive.................................................................................... 26 Section 9.4 Counsel Fees and Other Expenses ................................................................. 26 Section 9.5 No Additional Waiver Implied by One Waiver ............................................. 26

ARTICLE X PREPAYMENT; MANDATORY TENDER

Section 10.1 Option to Prepay ............................................................................................ 26

ARTICLE XI MISCELLANEOUS

Section 11.1 Term of Agreement ........................................................................................ 27 Section 11.2 Registration of the Series 2022A Bond ......................................................... 27 Section 11.3 Authority Representative ............................................................................... 27 Section 11.4 Borrower Representative ............................................................................... 27 Section 11.5 If Payment or Performance Date is Not a Business Day ............................... 27 Section 11.6 Successors and Assigns .................................................................................. 27 Section 11.7 Limitation of Authority's Liability ................................................................. 28 Section 11.8 Reports ........................................................................................................... 28 Section 11.9 Severability .................................................................................................... 28 Section 11.10 Applicable Law; Entire Understanding ......................................................... 28 Section 11.11 Counterparts ................................................................................................... 29 Section 11.12 Notices ........................................................................................................... 29 Section 11.13 Other Agreements .......................................................................................... 30 Section 11.14 Fees and Expenses ......................................................................................... 30 EXHIBIT A - Form of Series 2022A Bond EXHIBIT B - Form of Series 2022A Note


This BOND PURCHASE AND LOAN AGREEMENT is dated as of August 1, 2022, and is among the INDUSTRIAL DEVELOPMENT AUTHORITY OF THE CITY OF NEWPORT NEWS, VIRGINIA, a political subdivision of the Commonwealth of Virginia (as more particularly defined below, the "Authority"), SOUTH STATE BANK, N.A., a national banking association (as more particularly defined below, the "Bondholder"), CHRISTOPHER NEWPORT UNIVERSITY REAL ESTATE FOUNDATION, a Virginia nonstock corporation (the "Foundation") and CNU UNIVERSITY APARTMENTS 2, LLC, a Virginia limited liability company (the "Apartments 2 LLC");

WITNESSETH:

WHEREAS, the Authority intends to issue and sell its Educational Facilities Revenue Refunding Bond (Apartments Project), Series 2022A in the original principal amount of $__________ (as more particularly defined below, the "Series 2022A Bond") to the Bondholder;

WHEREAS, the Authority will use the proceeds of the Series 2022A Bond, along with other available amounts (1) to refinance the Authority's Revenue Bond (Christopher Newport University Student Housing Project), Series 2018A and Revenue Bond (Christopher Newport University Student Housing Project), Series 2018B (collectively, the "2018 Bonds"), originally issued to (A) refinance existing debt of the Foundation that refinanced the costs of constructing and equipping a student housing complex (the "Project") located at 39 Sweetbriar Drive in the City of Newport News, Virginia 23606 and leased by Christopher Newport University (the "University") and (B) finance costs of issuance in connection with the 2018 Bonds and (2) if and as needed, capitalized interest on the Series 2022A Bond and costs of issuance related to the issuance of the Series 2022A Bond, working capital, routine capital expenditures at the sites described above and other related costs (collectively (1) through (2), the "Plan of Finance");

WHEREAS, the Authority intends to loan the proceeds from the sale of the Series 2022A Bond to the Borrowers (as defined below) under this Agreement; and the Borrowers intend to issue and deliver to the Authority a promissory note dated the date of its delivery (as more particularly defined below, the "Series 2022A Note"), to evidence the Borrowers' obligation to repay such loan;

WHEREAS, the Apartments 2 LLC is an affiliate of the Foundation and the Bondholder has required that the Apartments 2 LLC be a party to this Agreement and a maker of the Series 2022A Note;

WHEREAS, the Series 2022A Note will be secured by an Assignment of Rents and Leases dated as of __________, 2022 (as more particularly defined below, the "Assignment of Rents"), by the Borrowers in favor of the Bondholder which will assign the Borrowers' right to receive payments under the Deed of Lease dated as of August 1, 2002 (as supplemented and amended, as more particularly defined below, the "Lease"), between CNU University Apartments, LLC and the University, and assigned by CNU University Apartments, LLC to Apartments 2 LLC; and

WHEREAS, the Authority, the Bondholder and the Borrowers desire to set forth the terms and conditions with respect to such financing.


NOW, THEREFORE, the parties hereto agree as follows:

ARTICLE I

DEFINITIONS AND RULES OF CONSTRUCTION

Section 1.1 Definitions. In addition to other terms defined elsewhere in this Agreement, the following terms shall have the following meanings in this Agreement unless the context otherwise requires:

"Act" means the Industrial Development and Revenue Bond Act, Chapter 49, Title 15.2, Code of Virginia of 1950, as amended.

"Affiliate" means, with respect to any Person, any other Person directly or indirectly controlling or controlled by or under direct or indirect common control with such Person. For the purposes of this definition, "control" when used with respect to a Person means the power to direct the management and policies of such Person, directly or indirectly, whether through the ownership of voting securities, by contract or otherwise, and the terms "controlling" and "controlled" have meanings correlative to the foregoing.

"Agreement" means this Bond Purchase and Loan Agreement dated as of August 1, 2022, among the Authority, the Borrowers and the Bondholder, as altered, amended, modified or supplemented from time to time.

"Assignment of Rents" means the Assignment of Rents and Leases dated as of __________, 2022, by the Borrowers in favor of the Bondholder, as the same may be altered, amended, modified or supplemented from time to time.

"Authority" means the Industrial Development Authority of the City of Newport News, Virginia, and its successors and assigns.

"Authority Representative" means the Chairman, the Vice Chairman and any one of the Persons at the time designated to act on behalf of the Authority by written certificate furnished to the Borrowers containing the specimen signatures of such Persons and signed on behalf of the Authority by its Chairman or Vice Chairman.

"Authorizing Resolution" means the resolution of the Authority adopted on August 5, 2022, approving, among other things, the issuance and sale of the Series 2022A Bond, and execution of this Agreement, to assist the Borrowers in executing the Plan of Finance.

"Bank Rate" has the meaning assigned to it in the Series 2022A Bond.

"Bond Counsel" means McGuireWoods LLP, or other nationally recognized bond counsel satisfactory to the Bondholder.

"Bond Year" means (a) the period beginning on the date of issue of the Series 2022A Bond and ending at the close of business on December 31, 2022, and (b) each one-year period thereafter commencing January 1 and ending December 31.


"Bondholder" means South State Bank, N.A., as holder of the Series 2022A Bond, or any subsequent holder thereof.

"Borrowers" means the Foundation and the Apartments 2 LLC, and their respective successors and assigns.

"Borrower Representative" means the President of the Foundation, the Chief Executive Officer of the Foundation and any one of the Persons at the time designated to act on behalf of the Borrowers by written certificate furnished to the Authority containing the specimen signatures of such Persons and signed on behalf of the Borrowers by the President of the Foundation or the Chief Executive Officer of the Foundation.


"Cash Flow" means (a) net income of the Project, (b) plus depreciation, depletion, amortization and other non-cash charges (c) plus interest expense.

"Change in Law" means the occurrence, after the Closing Date, of any of the following: (a) the adoption or taking effect of any law, rule, regulation or treaty, (b) any change in any law, rule, regulation or treaty or in the administration, interpretation, implementation or application thereof by any governmental authority, or (c) the making or issuance of any request, rule, guideline or directive (whether or not having the force of law) by any governmental authority; provided that notwithstanding anything herein to the contrary, (i) the Dodd-Frank Wall Street Reform and Consumer Protection Act and all requests, rules, guidelines or directives thereunder or issued in connection therewith and (ii) all requests, rules, guidelines or directives promulgated by the Bank for International Settlements, the Basel Committee on Banking Supervision (or any successor or similar authority) or the United States or foreign regulatory authorities, in each case pursuant to Basel III, shall in each case be deemed to be a "Change in Law", regardless of the date enacted, adopted or issued.

"Closing Date" means the date of issuance of the Series 2022A Bond.

"Code" means the Internal Revenue Code of 1986, as amended, including applicable regulations and revenue rulings thereunder.

"Computation Date" means (a) the last day of the fifth and each succeeding fifth Bond Year so long as such day occurs before the day the Series 2022A Bond is paid in full, and (b) the day that the Series 2022A Bond is paid in full.

"Costs of Issuance" means any legal, accounting or financial advisory fees and expenses, including, without limitation, fees and expenses of Bond Counsel and counsel to the Authority, the Borrowers, the Bondholder, any fees and expenses of the Authority or any Bondholder, filing fees, and printing and engraving costs, incurred in connection with the authorization, issuance, sale and purchase of the Series 2022A Note or the Series 2022A Bond, and the preparation of the Financing Instruments and all other documents in connection with the authorization, issuance and sale of the Series 2022A Bond.


"Date of Taxability" means the earliest date as of which interest on the Series 2022A Bond shall have been determined to be includable in the gross income of the Bondholder pursuant to a Determination of Taxability.

"Debt Service Coverage Ratio" shall mean the ratio of Cash Flow to the current portion of debt service on the Series 2022A Bond as reflected on the financial statements for the Borrowers. The current portion of the Series 2022A Bond will be measured as of the date 12 months before the date of calculation.

"Determination of Taxability" has the meaning set forth in the Series 2022A Bond.

"Event of Default" means any of the events set forth in Section 9.1.

"Event of Taxability" has the meaning set forth in the Series 2022A Bond.

"Financing Instruments" means this Agreement, the Series 2022A Bond, the Series 2022A Note, the Negative Pledge Agreement and the Assignment of Rents.

"501(c)(3) Organization" means an organization described in Section 501(c)(3) of the Code and exempt from tax under Section 501(a) of the Code.

"Lease" means that certain Deed of Lease dated as of August 1, 2002, as supplemented and amended by a First Amendment to Deed of Lease dated as of November 1, 2013, and a Second Amendment to Deed of Lease dated as of ________, 2022, each between CNU University Apartments, LLC, and the University, and assigned by CNU University Apartments, LLC to Apartments 2 LLC.

"Lien" means any lien, security interest, pledge or other charge or encumbrance of any kind, or any other type of preferential arrangement, including without limitation the lien or retained security title of a conditional vendor and any easement, right of way or other encumbrance on title to personal, real or mixed property.

"Maturity Date" means December 1, 2033.

"Negative Pledge Agreement" means the Negative Pledge Agreement dated as of ________, 2022, between Apartments 2 LLC and the Bondholder, as the same may be altered, amended, modified, or supplemented from time to time.

"Net Proceeds" means net proceeds as defined in Section 150(a)(3) of the Code.

"Payment of the Bond" means payment in full of the Series 2022A Bond and the making in full of all other Required Payments due and payable at the time of such payment.

"Permitted Liens" means, with respect to the Lease, the Project and all real property upon which the Project is located or to be located:


(a) Liens for taxes, assessments or other governmental charges or levies not yet due or payable or which are currently being contested in good faith by appropriate proceedings and for which the Borrowers shall have established and be maintaining on their books such reserves, if any, deemed appropriate and adequate in accordance with sound accounting practice, provided any such taxes, assessments or other governmental charges or levies being contested are paid in full (or by agreed-upon settlement) within 12 months after the original due date thereof;

(b) materialmen's, mechanics', carriers', workmen's, repairmen's or other like Liens arising in the ordinary course of business and which are not delinquent or which are currently being contested in good faith and for which the Borrowers shall have established and are maintaining on their books such reserves, if any, deemed by it appropriate and adequate in accordance with sound accounting practice, or deposits to obtain the release of such Liens, provided that any such Liens being contested are fully bonded or paid in full (or by agreed-upon settlement) within 120 days after the original due date thereof;

(c) landlord's Liens (imposed by law) under leases permitted hereunder and to which a Borrower is a party;

(d) zoning restrictions, easements, licenses, restrictions on the use of real property or minor irregularities in title thereto, which do not materially impair the use of such property in the operation of the business of the Borrowers or the value of such property for the purpose of such business; and

(e) Liens securing other indebtedness or obligations of a Borrower to the Bondholder.

"Person" means an individual, partnership, corporation, trust, unincorporated organization, association, joint venture, joint-stock company, or a government or agency or political subdivision thereof.

"Project" means, collectively, the projects being refinanced as part of the Plan of Finance.

"Rebate Amount" means the rebate amount (as defined in Section 1.148-1 of the Treasury Regulations) with respect to the Series 2022A Bond.

"Rebate Amount Payable" means, for any Computation Date, the amount (if any) payable to the United States pursuant to Section 148(f) of the Code with respect to the Rebate Amount as of such Computation Date, including any amount payable with respect to income attributable to the Rebate Amount.

"Related Person" means (a) an organization that is under common management or control with another organization, or (b) a related person, as defined in Section 144(a)(3) of the Code.

"Required Payment" means any payment of money required under the terms of the Financing Instruments to be made by a Borrower for its own account or for the account of the Authority.


"Restricted Gift" means a gift, devise or bequest collected by a Borrower that is conditioned upon its use by a Borrower for the payment or prepayment, in whole or in part, of the Series 2022A Bond.

"Series 2022A Bond" means the Educational Facilities Revenue Refunding Bond (Apartments Project), Series 2022A issued by the Authority pursuant to this Agreement, in an aggregate principal amount of up to $__________ and substantially in the form attached as Exhibit A, as altered, amended, modified or supplemented from time to time.

"Series 2022A Note" means the promissory note issued by the Borrowers pursuant to this Agreement in a principal amount equal to the principal amount of the Series 2022A Bond as substantially in the form attached as Exhibit B, as altered, amended, modified or supplemented from time to time.

"Taxable Rate" has the meaning set forth in the Series 2022A Bond.

"Tax-Exempt Bond" means an obligation the interest on which is excluded from gross income for federal income tax purposes and shall include any interest in a regulated investment company to the extent provided in Treasury Regulations Section 1.150-1(b); provided, however, that no specified private activity bond (as defined in Section 57(a)(5)(C) of the Code) shall be deemed to be a Tax-Exempt Bond.

"Tax Compliance Agreement" means the Tax Certificate and Agreement dated as of __________, 2022 between the Authority and each Borrower, delivered as of the date of, and in connection with, the issuance and sale of the Series 2022A Bond.

"Trade or Business" means a trade or business as such term is used in Section 141(b)(6) of the Code.

"Unrelated Trade or Business" means a Trade or Business of a 501(c)(3) Organization that is an unrelated trade or business (determined by applying Section 513(a) of the Code) of such 501(c)(3) Organization.

"Virginia Code" means the Code of Virginia of 1950, as amended.

Section 1.2 Rules of Construction. The following rules shall apply to the construction of the Financing Instruments unless the context otherwise requires:

(a) Words importing the singular number shall include the plural number and vice versa, and any gender shall connote any other gender.

(b) All references in a Financing Instrument to particular articles or sections are references to articles or sections of such Financing Instrument unless otherwise indicated.

(c) The headings and Table of Contents in any Financing Instrument are solely for convenience of reference and shall not constitute a part of such Financing Instrument, nor shall they affect its meaning, construction or effect.


(d) Words importing the prepayment or calling for prepayment of the Series 2022A Bond shall not be deemed to refer to or connote the payment of the Series 2022A Bond at its stated maturity.

(e) All accounting terms used in any Financing Instrument which are not expressly defined therein shall have the meanings respectively given to them in accordance with generally accepted accounting principles. All financial computations made pursuant to any Financing Instrument shall be made in accordance with generally accepted accounting principles consistently applied, and all balance sheets and other financial statements shall be prepared in accordance with generally accepted accounting principles consistently applied.

ARTICLE II

REPRESENTATIONS AND FINDINGS

Section 2.1 Representations and Findings by Authority. The Authority makes the following representations and findings as the basis for its undertakings hereunder:

(a) The Authority is duly organized and existing under the Act, is a political subdivision of the Commonwealth of Virginia vested with the rights and powers conferred upon it under the Act, has the power to execute and deliver the Financing Instruments to which it is a party, to perform its obligations thereunder, to issue the Series 2022A Bond to finance the Plan of Finance, and to loan the proceeds from the sale of the Series 2022A Bond to the Borrowers under this Agreement, each constituting an authorized undertaking under the Act and such loan being in furtherance of the purposes for which the Authority was organized, and to carry out its other obligations under such Financing Instruments. By proper action the Authority has duly authorized the execution and delivery of such Financing Instruments to which it is a party, the performance of its obligations thereunder and the issuance of the Series 2022A Bond and, simultaneously with the execution and delivery of this Agreement, has issued and sold the Series 2022A Bond. No proceedings to dissolve the Authority have been instituted.

(b) The execution and delivery of, and compliance by the Authority with the terms and conditions of, the Financing Instruments to which the Authority is a party will not conflict with, or constitute or result in a default under or violation of, (i) the Act or any existing law, rule or regulation applicable to it, (ii) any indenture, mortgage, deed of trust, lien, lease, contract, note, order, judgment, decree or other agreement, instrument or restriction of any kind to which the Authority or any of its assets is subject, or (iii) the by-laws or any other rules or procedures of the Authority.

(c) No further approval, consent or withholding of objection on the part of any regulatory body, federal, state or local, is required in connection with (i) the issuance and delivery of the Series 2022A Bond by the Authority, (ii) the execution or delivery of, or compliance by the Authority with the terms and conditions of, the other Financing Instruments to which it is a party, or (iii) the assignment by the Authority of the Series 2022A Note. However, the Authority makes no representation concerning state or federal securities laws.


(d) No litigation, inquiry or investigation of any kind in or by any judicial or administrative court or agency is pending or, to the knowledge of the Authority, threatened against the Authority with respect to (i) the organization or existence of the Authority, (ii) its authority to execute or deliver the Financing Instruments to which it is a party, (iii) the validity or enforceability of any such Financing Instruments or the transactions contemplated thereby, (iv) the title of any officer of the Authority who executed such Financing Instruments, or (v) any authority or proceedings related to the execution and delivery of such Financing Instruments on behalf of the Authority, and no such authority or proceedings have been repealed, revoked, rescinded or amended but are in full force and effect.

(e) None of the directors of the Authority has a personal interest (as defined in Section 2.2-3101 of the Virginia Code) in any Financing Instrument or in any transaction contemplated thereby or is an officer or employee of the Borrowers or the Bondholder.

(f) In connection with the authorization, issuance and sale of the Series 2022A Bond, the Authority has complied with all provisions of the Constitution and laws of the Commonwealth of Virginia, including the Act.

(g) The Authority is not in default under any of the provisions of the laws of the Commonwealth of Virginia, where any such default would affect the issuance, validity or enforceability of the Series 2022A Bond or the transactions contemplated by this Agreement.

Section 2.2 Representations by the Borrowers. Each Borrower, for and on behalf of itself, makes the following representations as the basis for its undertakings hereunder:

(a) The Foundation is a nonstock corporation duly organized, validly existing and in good standing in the Commonwealth of Virginia, has the power and authority to own and operate its properties and to enter into the Financing Instruments to which it is a party and the transactions contemplated thereby and to perform its obligations thereunder, and by proper action has duly authorized the execution, delivery and performance of such Financing Instruments. The Apartments 2 LLC is (i) a limited liability company duly organized and validly existing in the Commonwealth of Virginia, (ii) has the power and authority to own and operate its properties and to enter into the Financing Instruments to which it is a party and the transactions contemplated thereby and to perform its obligations thereunder, (iii) by proper action has duly authorized the execution, delivery and performance of such Financing Instruments and (iv) has as its sole member the Foundation, an organization described in Section 501(c)(3) of the Code, which is exempt from taxation under Section 501(a) of the Code and which is a 501(c)(3) organization, as described in Section 150(a)(4) of the Code (a “501(c)(3) Organization”), but which is not a “private foundation” within the meaning of Section 509(a) of the Code, or corresponding provisions of the Code or the Treasury Regulations promulgated thereunder, and which has conducted its operations and filed all required reports and documents with the Internal Revenue Service to maintain the Foundation’s status as a 501(c)(3) Organization. Apartments 2 LLC’s activities, including its ownership and operation of the Project, are and will continue to be exclusively activities that do not constitute the undertaking of any activity that would be an unrelated trade or business for Apartments 2 LLC or, if undertaken by the Foundation directly, for the Foundation..


(b) The loan to the Borrowers of the proceeds from the sale of the Series 2022ABond by the Authority will constitute an inducement to the Borrowers to locate or maintain the facilities financed or refinanced with the proceeds of the Series 2022A Bond in the City of Newport News, Virginia, which will provide improved facilities for the use of the residents of the Commonwealth of Virginia, including the City of Newport News, Virginia, and promote their welfare.

(c) The Borrowers intend to operate the Project, or cause such to be operated,as facilities for use by organizations (other than institutions organized and operated exclusively for religious purposes) that are described in Section 501(c)(3) of the Code to reduce the costs to residents of the Commonwealth of Virginia of utilizing such facilities until the Payment of the Bond.

(d) No litigation at law or in equity or any proceeding before any governmentalagency involving a Borrower is pending or, to the knowledge of the Borrowers, threatened in which any liability of a Borrower is not adequately covered by insurance or in which any judgment or order would have a material adverse effect upon the business or assets of a Borrower, its ability to do business, the financing of the Plan of Finance, the validity of the Financing Instruments to which a Borrower is a party or the performance of its respective obligations thereunder.

(e) The execution and delivery of, and compliance by a Borrower with theterms and conditions of, the Financing Instruments to which it is a party will not conflict with, or constitute or result in a default under or violation of, (i) the Borrower's governing documents, (ii) any agreement or other instrument to which a Borrower is a party or by which it or its property is bound, or (iii) any constitutional or statutory provision or order, rule, regulation, decree or ordinance of any court, government or governmental authority having jurisdiction over a Borrower or its properties. This Agreement has been duly executed and delivered by each Borrower, and constitutes, and each other Financing Instrument to which a Borrower is a party, when executed and delivered by each respective Borrower will constitute, valid and binding obligations of the respective Borrower, enforceable against it in accordance with their respective terms, except as may be limited by applicable bankruptcy, insolvency, reorganization, moratorium, or similar laws affecting the enforcement of creditors' rights generally and by general principles of equity.

(f) Each Borrower has obtained all consents, approvals, authorizations andorders of any governmental or regulatory authority that are required to be obtained by a Borrower as a condition precedent to the issuance of the Series 2022A Bond or the execution and delivery of the Financing Instruments to which a Borrower is a party, or that are required to date for the performance by a Borrower of its obligations under the Financing Instruments or the financing of the Plan of Finance. The Borrowers have no reason to believe that any such consents, approvals, authorizations or orders which may be required in the future cannot be obtained as and when needed.

(g) The facilities financed or refinanced with the proceeds of the Series 2022ABond are located entirely within the City of Newport News, Virginia.

(h) The Foundation is a 501(c)(3) Organization that is not a private foundation(within the meaning of Section 509(a) of the Code) and the sole member of Apartments 2 LLC.


Each of the Foundation and Apartments 2 LLC has conducted its operations and filed all required reports and documents with the Internal Revenue Service (the "Service") so as to maintain the Foundation's status as a 501(c)(3) Organization, the letter from the Service to the effect that the Foundation is a 501(c)(3) Organization has not been modified, limited or revoked and neither the Foundation nor Apartments 2 LLC has received a notice from the Service inquiring about, threatening or proposing to audit the Foundation's status as a 501(c)(3) Organization. The Foundation is in compliance with all terms, conditions and limitations, if any, contained in such letter or any other notification from the Service. In particular, (i) the Foundation is organized and operated exclusively for benevolent or charitable purposes, (ii) no part of the net earnings of the Foundation has inured to the benefit of any private shareholder or individual, (iii) no substantial part of the activities of the Foundation has consisted of carrying on propaganda, or otherwise attempting, to influence legislation (except as otherwise permitted by Section 501(h) of the Code), and (iv) the Foundation has not participated or intervened (through the publishing or distribution of statements or otherwise) in any political campaign on behalf of or in opposition to any candidate for public office. The Foundation is not organized or operated exclusively for religious purposes.

(i) The Foundation normally receives at least 75% of its support (as such term is used for purposes of Section 509 of the Code) in the form of gross receipts from the performance of services and the furnishing of facilities by the Foundation in an activity which is not an Unrelated Trade or Business (not including such receipts from any person or any bureau or similar agency of a governmental unit, as described in Section 170(c)(1) of the Code, in any taxable year to the extent such receipts exceed the greater of $5,000 or 1% of the Foundation's support in such taxable year) from persons other than disqualified persons (as defined in Section 4946 of the Code) with respect to the Foundation.

(j) All financial statements and other information delivered to the Bondholder by the Borrowers in connection with the Bondholder's purchase of the Series 2022A Bond are accurate, are sufficiently complete to accurately reflect the Borrowers' financial condition and do not contain any untrue statement of a material fact or omit (when considered together with all information furnished) to state a material fact necessary to make the statements contained therein, in light of the circumstances under which they were made, not misleading. There has been no material adverse change in the business or financial condition of the Borrowers from that reflected in such financial statements and other information, except as may have been otherwise disclosed to the Bondholder in writing.

(k) The information contained in the certifications of the Borrowers delivered at the time of the execution and delivery of this Agreement with respect to compliance with the requirements of Section 145 of the Code, including the information in IRS Form 8038 filed by the Authority with respect to the Series 2022A Bond, is true and correct in all respects.

(l) The Borrowers have title to, or valid interests in, all of its properties and assets, real and personal, including the properties and assets constituting the Project (the "Project Property"), and the Project Property is not subject to any lien, except Permitted Liens.

(m) The Borrowers have filed all material tax returns or forms (federal, state and local) required to be filed, and have paid all material taxes, assessments and governmental charges


and levies indicated thereon to be due, including interest and penalties, or has provided adequate reserves for the payment thereof.

(n) Each Borrower is in compliance in all material respects with all applicable laws and all governmental rules and regulations issued thereunder, including without limitation The Americans With Disabilities Act of 1990, as amended (the "ADA"), the Employee Retirement Income Security Act of 1974, as amended ("ERISA"), and all laws pertaining to the use, storage, disposal, transportation, handling or remediation of hazardous materials.

(o) The Borrowers are not in default in the payment of the principal of or interest on any indebtedness for borrowed money, and, to the Borrowers' knowledge, the Borrowers are not otherwise in default under any instrument under which any such indebtedness has been incurred.

Section 2.3 Survival of Representation and Warranties. All representations and warranties set forth in this Article II shall be made or deemed to be made at and as of the Closing Date (or any other date on which proceeds of the Series 2022A Bond shall be disbursed as provided herein), shall survive such date and shall not be waived by the execution and delivery of this Agreement by the Bondholder, any investigation made by or on behalf of the Bondholder or any extension of credit hereunder.

ARTICLE III

ISSUANCE OF SERIES 2022A BOND; CONDITIONS TO PURCHASE OF SERIES 2022A BOND

Section 3.1 Sale and Purchase of Series 2022A Bond. The Authority shall issue and sell the Series 2022A Bond to the Bondholder and secure the Series 2022A Bond by assigning the Series 2022A Note to the Bondholder, upon the terms and conditions set forth herein.

(a) The Bondholder represents that it is purchasing the Series 2022A Bond for its own account for investment and has no present intention of reselling or disposing of the Series 2022A Bond or engaging in any "distribution" thereof (as that term is used in the Securities Act of 1933, as amended, and the regulations of the Securities and Exchange Commission thereunder). The Bondholder is a "qualified institutional buyer" as defined in Rule 144A promulgated under the Securities Act of 1933, as amended. The Bondholder represents that it is familiar with the operations and financial condition of the Borrowers based upon information furnished to the Bondholder by the Borrowers and has made such inquiries as it deems appropriate in connection with the purchase of the Series 2022A Bond. In determining to purchase the Series 2022A Bond, the Bondholder has not relied upon any information (including financial information) relating to the Borrowers provided by the Authority, nor has it relied upon the omission of the Authority to provide any such information. The Bondholder relieves the Authority of any liability for failure to provide such information. The Bondholder intends to hold the Series 2022A Bond to maturity.

(b) The Bondholder shall not assign or offer the Series 2022A Bond, or any participation therein, for sale in any state of the United States without first (a) either (i) taking all necessary action to qualify the Series 2022A Bond for offer and sale under the securities and "Blue


Sky" laws of the United States and such state, or (ii) determining that no such action is necessary because of a registration exemption or exemptions, and (b) providing to the purchaser of the Series 2022A Bond, or any participant therein, all material information in the Bondholder's possession necessary to evaluate the risks and merits of the investment represented by the purchase of or participation in the Series 2022A Bond.

(c) It is specifically understood and agreed that the Authority makes no representation, covenant or agreement as to the financial position or business condition of the Borrowers and does not represent or warrant as to any statements, materials, representations or certifications furnished by the Borrowers in connection with the sale of the Series 2022A Bond, or as to the correctness, completeness or accuracy thereof.

(d) The Bondholder understands that the scope of engagement of McGuireWoods LLP as bond counsel with respect to the Series 2022A Bond has been limited to matters set forth in its bond counsel opinion based on its review of such proceedings and documents as they deem necessary to approve the validity of the Series 2022A Bond and the excludability of the interest thereon for federal and state income tax purposes, and that McGuireWoods LLP has not made any assurances or opinion as to the accuracy or completeness of any information that may have been furnished to the Bondholder or relied upon by the Bondholder in acquiring the Series 2022A Bond.

Section 3.2 Conditions Precedent to Delivery of Series 2022A Bond. The obligation of the Bondholder to accept delivery of the Series 2022A Bond shall be conditioned upon delivery to it, in form and substance satisfactory to it, of the following:

(a) Executed copies of the Financing Instruments, with the Series 2022A Note having been assigned to the Bondholder.

(b) Evidence of the due authorization, execution and delivery of the Financing Instruments by the parties thereto.

(c) A certified copy of the Authorizing Resolution.

(d) The written opinion of McGuireWoods LLP, as bond counsel, that the Series 2022A Bond has been validly authorized and issued by the Authority and is the valid and binding limited obligation of the Authority, enforceable in accordance with its terms, and, subject to customary exceptions, that interest thereon is excludable from gross income for federal income tax purposes and exempt from income taxation by the Commonwealth of Virginia.

(e) The written opinion of Jeffrey B. Hammaker, P.C., as counsel for the Borrowers, relating to the organization and existence of the Borrowers, the power of each Borrower to enter into the Financing Instruments to which it is a party, the enforceability of such Financing Instruments and such other matters as the Bondholder may reasonably request.

(f) The written opinion of Jones, Blechman, Woltz & Kelly, P.C., as counsel to the Authority, relating to the organization of the Authority, the due approval, validity and enforceability of the Series 2022A Bond, and such other matters as the Bondholder may reasonably request.


(g) Evidence that the Lease has been approved by the Commonwealth of Virginia and duly authorized, executed and delivered by all parties thereto.

(h) Evidence that the Negative Pledge Agreement has been duly recorded in the Circuit Court of Newport News, Virginia.

(i) Evidence satisfactory to the Bondholder that the Borrowers have paid or will pay all fees, costs and expenses (including fees and costs of the Bondholder's counsel) then required to be paid pursuant to this Agreement and all other Financing Instruments.

(j) Such other documentation, certificates and opinions as may be reasonably required by the Bondholder.

Section 3.3 Execution. The Series 2022A Bond shall be executed on behalf of the Authority by the Chairman or Vice Chairman of the Authority and shall have impressed thereon the official seal of the Authority attested by the Secretary/Treasurer or the Assistant Secretary of the Authority.

ARTICLE IV

DISPOSITION OF PROCEEDS

Section 4.1 Disposition of Proceeds.

(a) On the Closing Date, the Authority and the Borrowers hereby direct the Bondholder to disburse the proceeds of the Series 2022A Bond in accordance with separate instructions provided by the Borrowers.

(b) The Borrowers shall use the proceeds of the Series 2022A Bond, as follows:

(i) $__________ shall be used to redeem the principal amount of the 2018 Bonds; and

(ii) $__________ shall be used to pay for certain issuance costs of the Series 2022A Bond.

ARTICLE V

LOAN BY THE AUTHORITY; THE SERIES 2022A NOTE

Section 5.1 Loan by the Authority; Repayment of Loan. Upon the terms and conditions of this Agreement, the Authority shall lend to the Borrowers the proceeds of the Series 2022A Bond. Prior to or simultaneously with the issuance of the Series 2022A Bond, to evidence its obligations to repay such loan, the Borrowers shall deliver the Series 2022A Note to the Authority for assignment to the Bondholder as security for the Payment of the Bond. The Authority hereby grants a security interest in and assigns, without recourse, the Series 2022A Note to the Bondholder and shall also execute the form of assignment affixed to the Series 2022A Note.


ARTICLE VI

PAYMENTS

Section 6.1 Amounts Payable. (a) The Borrowers shall make, or cause to be made, all payments required under the Series 2022A Note and, for the account of the Authority, shall make, or cause to be made, all payments required under the Series 2022A Bond, as and when the same become due (whether at maturity, by acceleration or otherwise), in the manner set forth in the Series 2022A Bond and shall make, or cause to be made, all other Required Payments in the manner set forth in the applicable Financing Instruments. Payments to the Bondholder shall be made in lawful money of the United States of America at the address of the Bondholder set forth in Section 11.12 or at such other place as the Bondholder may direct in writing. Any amount at any time paid to the Bondholder as a payment of principal of or interest on the Series 2022A Bond shall be credited against the Borrowers' obligations hereunder and under the Series 2022A Note (but subject to collection of any instrument, draft, check or order for payment received by the Bondholder). If such amount should be sufficient to pay at the times required the principal of or purchase price and interest on the Series 2022A Bond then remaining unpaid (including amounts accrued as of such date and amounts that will accrue through final Payment of the Bond), the Borrowers shall not be obligated to make any further payments hereunder or under the Series 2022A Note but only if the same constitutes Payment of the Bond.

(b) The outstanding principal amount of the Series 2022A Bond shall bear interest at the Bank Rate; unless:

(i) a Determination of Taxability shall have occurred, in which case the Series 2022A Bond shall bear interest at the Taxable Rate from and after the Date of Taxability and the Borrowers shall pay to the Bondholder, on demand, such additional amounts as shall be necessary to provide that interest shall have been payable at the Taxable Rate from the Date of Taxability; and


(c) All interest payable under the Financing Instruments shall be computed on the basis of the actual number of days elapsed over a year of 360 days.

(d) Upon an Event of Taxability, the Borrowers shall pay to any past or present Bondholder any amounts that may be necessary to reimburse such Bondholder for any interest, penalties or other charges assessed against such Bondholder by reason of such Bondholder's not


including interest on the Series 2022A Bond in its federal gross income during the period following the Date of Taxability, including, without limitation, the costs incurred by such Bondholder or prior Bondholder to amend any of its tax returns.

(e) The Borrowers shall make reasonable arrangements satisfactory to the Authority and the Bondholder for the payment of their reasonable expenses, including reasonable legal expenses, incurred in connection with any Event of Taxability.

(f) Notwithstanding any other provision herein, the obligations of the Borrowers pursuant to this Section shall continue following the expiration of the term of this Agreement.

(g) The Bondholder shall, if requested by the Borrower Representative, have an attorney in fact, qualified to practice before the Internal Revenue Service, designated by the Borrower Representative for the purpose of appealing or challenging any Event of Taxability; provided, however, the Borrowers provide indemnity reasonably satisfactory to the Bondholder to indemnify it against any additional tax liability, penalties or interest that may result from any such appeal. All legal fees, costs and expenses of such appeal shall be paid by the Borrowers. In the event a final judgment or order shall have been entered within 180 days of the Event of Taxability finding, as a final determination, that no Event of Taxability has indeed occurred, the Bondholder shall reimburse to the Borrowers all supplemental interest that has been paid on the Series 2022A Bond, and no additional supplemental interest shall be payable unless and until an Event of Taxability shall subsequently occur. Notwithstanding anything in this subsection to the contrary, the right of the Borrowers to challenge any Event of Taxability shall terminate if no such final judgment or order shall have been entered within 180 days after the occurrence of the Event of Taxability, unless the Bondholder shall otherwise agree, and after the expiration of such 180-day period without the entry of a final judgment or order, the Series 2022A Bond shall immediately bear interest at the Taxable Rate. In addition, unless the Borrowers shall otherwise provide reasonable indemnification to the Bondholder, the right of the Borrowers to challenge any Event of Taxability shall terminate if the exercise of such right would cause any tax return of the Bondholder to be inaccurate or would delay the timely filing thereof or would in the Bondholder's opinion result in an adverse impact on its tax returns.

(h) (A) So long as any portion of the principal amount of the Series 2022A Bond or interest thereon remains unpaid, if (1) any Change in Law changes the basis of taxation of payments to any Bondholder or former Bondholder of principal or interest payable pursuant to the Series 2022A Bond, including without limitation the imposition of any excise tax or surcharge thereon, but excluding changes in the rates of tax applicable to the overall net income of any Bondholder or former Bondholder, or (2) as a result of action by a Borrower or any public body or governmental agency, any payment is required to be made by, or any federal, state or local income tax deduction is denied to, any Bondholder or former Bondholder of the Series 2022A Bond by reason of the ownership of, borrowing money to invest in, or receiving principal or interest from the Series 2022A Bond, the Borrowers agree to reimburse on demand for, and does hereby indemnify each such Bondholder and former Bondholder against, any loss, cost, charge or expense with respect to any such change, payment or loss of deduction.


(B) If any Change in Law shall (1) impose, modify or deem applicable any reserve, special deposit, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, the Bondholder, (2) subject the Bondholder to any additional taxes on its loans, loan principal, letters of credit, commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto, or (3) impose on the Bondholder any other condition, cost or expense affecting this Agreement or the Series 2022A Bond, and the result of any of the foregoing shall be to increase the cost to the Bondholder of holding the Series 2022A Bond, or to reduce the amount of any sum received or receivable by the Bondholder hereunder or under the Series 2022A Bond (whether of principal, interest or any other amount) then, upon request of the Bondholder, the Borrowers will pay such additional amount or amounts as will compensate the Bondholder for such additional costs incurred or reduction suffered.

(C) If the Bondholder determines that any Change in Law has or will have the effect of increasing the amount of capital required or expected to be maintained by the Bondholder based on the existence of the Series 2022A Bond, or its obligations hereunder, then upon demand by the Bondholder, the Borrowers will pay to the Bondholder such additional amounts as are necessary to compensate for the increased costs to the Bondholder as a result of such increase of capital.

(D) In determining such additional amounts under this Section, the Bondholder will act reasonably and in good faith, and will use averaging and attribution methods which are reasonable, and the Bondholder's determination of compensation shall be conclusive, absent manifest error. Upon determining that any additional amounts will be payable pursuant to this Section, the Bondholder will give prompt written notice thereof to the Borrowers, which notice will show the basis for calculation of such additional amounts, although the failure to give any such notice shall not release or diminish any of the Borrowers' obligation to pay such additional amounts to the Bondholder.

(i) The Borrowers shall pay to the Authority (i) its reasonable costs and expenses, including the reasonable fees of its counsel, bond counsel and other advisers, directly related to the Project or the Series 2022A Bond, (ii) the fees of the Authority in accordance with its approved bond administrative fees (provided that the amounts so paid shall not equal or exceed an amount that would cause the "yield" on the Series 2022A Note or any other "acquired purpose obligation" to be "materially higher" than the "yield" on the Series 2022A Bond, as such terms are defined under Section 148 of the Code) and reasonable fees and other costs incurred by the Authority in connection with its administrative audit, examination or other inquiry of the matters or transactions contemplated by the Agreement and/or the Series 2022A Bond, including, but not limited to, reasonable attorneys' fees. The obligations of the Borrowers under this subsection shall survive the Payment of the Bond.

Section 6.2 Unconditional Obligations. The obligations of the Borrowers to make, or cause to be made, Required Payments and to perform and observe all other covenants, conditions and agreements hereunder shall be general obligations of the Borrowers and shall be absolute and unconditional, irrespective of any defense or any rights of setoff, recoupment or counterclaim the Borrowers might otherwise have against the Authority or the Bondholder. Nothing in this section


shall be construed as a waiver by the Borrowers of any rights or claims either may have against the Authority or the Bondholder under this Agreement or otherwise, but any recovery upon such rights and claims shall be had from the Authority or the Bondholder separately. Subject to Section 11.1, the Borrowers shall not suspend or discontinue any such payment hereunder or fail to observe and perform any of its other covenants, conditions and agreements under the Financing Instruments for any cause, including without limitation any acts or circumstances that may constitute failure of consideration, failure of title to any part or all of the Project, or commercial frustration of purpose, or any damage to or destruction of all or any part of the Project, or any change in the tax or other laws of the United States of America, Commonwealth of Virginia or any political subdivision of either, or any failure of the Authority or the Bondholder to observe and perform any covenant, condition or agreement, whether express or implied, or any duty, liability or obligation contained in or arising out of or in connection with any Financing Instrument.

Section 6.3 Payments Assigned. The Borrowers consent to the assignment of the Series 2022A Note and of certain rights of the Authority under this Agreement to the Bondholder and agree to pay, or cause to be paid, to the Bondholder all amounts payable pursuant to the Series 2022A Note and this Agreement, except for any amounts payable directly to the Authority pursuant to the provisions hereof.

ARTICLE VII

SPECIAL COVENANTS

Section 7.1 Maintenance and Modifications by the Borrowers. Each Borrower shall, at its own expense, keep the Project in as reasonably safe of a condition as its operations shall permit and keep the Project in good repair and operating condition, ordinary wear and tear excepted, making from time to time all necessary repairs, renewals and replacements. Each Borrower may, at its own expense, make any additions, modifications or improvements to the Project that it deems desirable.

Section 7.2 Taxes, Charges and Liens. Each Borrower (a) shall pay, as the same become due, all taxes and governmental charges of any kind whatsoever lawfully assessed, levied or imposed with respect to payments under this Agreement, the Project or any machinery, equipment or other property installed or brought by the Borrowers thereon, and (b) shall pay as the same become due all utility and other charges incurred in the operation, maintenance, use and occupancy of the Project and all assessments and charges lawfully made by a governmental body for public improvements to the Project. Each Borrower may, however, contest in good faith any such tax, assessment or charge after giving the Bondholder ten days' advance notice of such contest, in which event the Borrowers may permit such tax, charge or assessment to remain unpaid, or such lien to remain unsatisfied and undischarged, during the period of such contest and any appeal therefrom, provided such proceedings have the effect of preventing forfeiture or sale of the property or asset subject to such tax, assessment or charge and against which adequate reserves have been set aside for the payment thereof in the event the Borrowers lose such contest.

Section 7.3 Cure by Authority or Bondholder. If the Borrowers shall fail to make any payment or perform any act required of the Borrowers hereunder, the Authority or the Bondholder, without prior notice to or demand upon the Borrowers and without releasing any


obligation or waiving any default, may (but shall be under no obligation to) make such payment or perform such act. All amounts so paid by the Authority or the Bondholder and all costs, fees and expenses so incurred, including reasonable counsel fees, shall be immediately due and payable by the Borrowers as an additional obligation under this Agreement, together with interest thereon at the Taxable Rate, to the extent permitted by law.

Section 7.4 Undertaking and Use of the Project. The Borrowers shall maintain all necessary permits and approvals for the operation and maintenance of the Project and shall comply with all lawful requirements of any governmental body regarding the use or condition of the Project, whether now existing or later enacted or foreseen or unforeseen or whether involving any change in governmental policy or requiring structural or other changes to the Project and irrespective of the cost of making the same. Upon request by the Bondholder, the Borrowers shall furnish to the Bondholder evidence of the Borrowers' compliance with the requirements of the preceding sentence. The Borrowers shall use the portion of the Project refinanced, in whole or in part, from the proceeds of the Series 2022A Bond for the purposes contemplated by the Authorizing Resolution until Payment of the Bond; provided that the Borrowers may change the use of the Project, or cause such use to be changed, if the Borrowers shall have first delivered to the Authority and the Bondholder an opinion of Bond Counsel that such change in use will not adversely affect the exclusion of interest on the Series 2022A Bond from gross income for federal income tax purposes.

Section 7.5 Indemnification. (a) The Borrowers shall (i) protect, indemnify and save harmless the Authority and the Bondholder, their respective officers, directors, employees, attorneys and agents, and any person who "controls" (within the meaning of Section 15 of the Securities Act of 1933, as amended, or Section 20(a) of the Securities Exchange Act of 1934, as amended) the Bondholder (collectively, the "Indemnified Parties") from and against all liabilities, obligations, claims, damages, penalties, causes of action, costs and expenses (including, without limitation, attorneys' fees and expenses and settlement amounts) imposed upon or incurred by or asserted against any Indemnified Party on account of or related to (A) any failure of the Borrowers to comply with any of the terms, warranties, covenants or representations in the Financing Instruments, or (B) any loss or damage to property or any injury to or death of any person that may be occasioned by any cause whatsoever pertaining to the Project or the use thereof; and (ii) at all times protect, indemnify and save harmless the Indemnified Parties from and against all liabilities, obligations, claims, damages, penalties, causes of action, costs and expenses (including without limitation, attorneys' fees and expenses and settlement amounts) imposed upon or incurred by or asserted against the Indemnified Parties on account of or related to (A) the initial sale, issuance or offering for sale of the Series 2022A Bond or (B) any action related to the acts, representations, covenants, obligations or other matters contemplated by, required by or related to the Financing Instruments; provided that such indemnity shall be effective only to the extent of any loss that may be sustained by an Indemnified Party in excess of the proceeds received by it from any insurance carried with respect to such loss and provided further that the benefits of this section shall not inure to any person other than the Indemnified Parties. Nothing contained herein shall require the Borrowers to indemnify any Indemnified Party for any claim or liability resulting from its or his gross negligence or willful, wanton acts.

(b) The Borrowers shall also indemnify and hold harmless the Indemnified Parties against any and all losses, claims, damages or liabilities caused by any untrue statement or


alleged untrue statement of a material fact contained in information submitted by the Borrowers to the Authority or to the Bondholder with respect to the initial issuance and purchase of the Series 2022A Bond or caused by any omission or alleged omission of any material fact necessary to be stated therein in order to make such statements to the Authority and the Bondholder not misleading or incomplete.

(c) If any action is brought against any Indemnified Party in respect of which indemnity may be sought from the Borrowers under subsection (a) or (b) above, such Indemnified Party shall promptly notify the Borrowers in writing, and the Borrowers shall assume the defense thereof, including the employment of counsel, the payment of all expenses and the right to negotiate and consent to settlement. Each Indemnified Party has the right to employ separate counsel in any such action and to participate in the defense thereof, but the fees and expenses of such counsel will be at the expense of such Indemnified Party unless the employment of such counsel has been specifically authorized by the Borrowers. The Borrowers will not be liable for any settlement of any such action made without its consent, but if such action is settled with the consent of the Borrowers or if there be a final judgment for the plaintiff in such action, the Borrowers shall indemnify and hold harmless the Indemnified Parties from and against any loss or liability by reason of such settlement or judgment.

(d) The obligations of the Borrowers under this section shall survive Payment of the Bond. All references in this section to any Indemnified Party shall include its members, directors, officers, employees and agents.

Section 7.6 Tax Exemption for the Series 2022A Bond. (a) Neither the Authority nor the Borrowers shall cause any proceeds of the Series 2022A Bond to be expended except pursuant to this Agreement. The Borrowers shall not (i) permit the proceeds of the Series 2022A Bond to be expended in any way that would result in (A) more than 5% of the Net Proceeds of the Series 2022A Bond being used (directly or indirectly) in one or more Trades or Businesses of one or more persons other than 501(c)(3) Organizations or in one or more Unrelated Trades or Businesses, (B) more than 5% of the proceeds of the Series 2022A Bond being used (directly or indirectly) to make or finance loans to one or more persons other than 501(c)(3) Organizations or to one or more 501(c)(3) Organizations with respect to one or more Unrelated Trades or Businesses, or (C) issuance costs of the Series 2022A Bond in excess of 2% of the proceeds (as such term is used for purposes of Section 147(g) of the Code) of the Series 2022A Bond being financed from the proceeds from the sale of the Series 2022A Bond, or (ii) take or omit to take any other action with respect to the use of such proceeds if the taking of or omission to take such action would result in interest on the Series 2022A Bond being includable, in whole or in part, in the gross income of the owner of the Series 2022A Bond for federal income tax purposes under Section 103 of the Code. The Borrowers shall not take or omit to take any other action if the taking of or omission to take such action would cause such interest to be so includable. All property which is provided by the Net Proceeds of the Series 2022A Bond shall be owned by a Borrower at all times. The Borrowers shall not permit or cause the Project or any part thereof to be leased to or managed by any person in violation of this subsection.

(b) (i) The Borrowers shall not (A) take or omit to take any action, or make or approve any investment or use of any proceeds of the Series 2022A Bond or any other moneys or the taking or omission of any other action, which would cause the Series 2022A Bond to be


arbitrage bonds within the meaning of Section 148 of the Code, or (B) approve the use of any proceeds from the sale of the Series 2022A Bond otherwise than in accordance with the Tax Compliance Agreement barring any unforeseen circumstances, in which event the Borrowers shall use such proceeds with due diligence and shall comply with the Tax Compliance Agreement to the extent feasible. Without limiting the generality of the foregoing, the Borrowers shall at the Borrowers' sole expense take all action required under Section 148 of the Code and regulations thereunder to prevent loss of the exclusion from gross income for federal income tax purposes of interest on the Series 2022A Bond under such section.

(ii) Not later than 50 days after each Computation Date, the Borrowers shall (A) pay to the United States on behalf of the Authority the Rebate Amount Payable for such Computation Date, and (B) furnish to the Authority and the Bondholder a certificate of the Borrower Representative that such payment was made, setting forth the amount and date of such payment. Such certificate shall be accompanied by a certificate prepared or approved by independent certified public accountants or by some other person, satisfactory to the Bondholder, experienced in the computation of amounts to be rebated under Section 148(f) of the Code, setting forth the Rebate Amount and Rebate Amount Payable with respect to such Computation Date and the computation thereof.

(iii) Any payment to the United States under this subsection shall be made in accordance with regulations under Section 148(f) of the Code, shall be made to such address as may be specified in such regulations or otherwise specified by the United States Treasury Department, and shall be accompanied by such forms, statements or other items as may be specified in such regulations or otherwise specified by the United States Treasury Department.

(iv) If the regulations under Section 148(f) of the Code as in effect at the date of issue of the Series 2022A Bond should hereafter be modified or replaced, the Borrowers shall pay to the United States in a timely manner all amounts to be rebated pursuant to Section 148(f) of the Code in accordance with the regulations in effect from time to time and otherwise comply with such regulations in such manner as may be necessary to prevent the Series 2022A Bond from being arbitrage bonds (to the extent such regulations are applicable with respect to the Series 2022A Bond). With respect to any such payment to the United States, the Borrowers shall immediately furnish to the Authority and the Bondholder the certificates provided for in paragraph (ii).

(v) For a period of six years following the final Computation Date or such longer period as may be specified in regulations under Section 148(f) of the Code, the Borrowers, on behalf of the Authority, shall maintain (A) an executed counterpart of each election made by the Authority with respect to amounts to be rebated to the United States under Section 148(f) of the Code with respect to the Series 2022A Bond and (B) records of all events made with respect to such amounts.

(vi) The provisions of this subsection shall survive the Payment of the Bond.

(vii) The provisions of paragraphs (ii) through (v), inclusive, shall be inapplicable (A) with respect to any portion (including all) of the Series 2022A Bond which is not


subject to the requirements of Section 148(f)(2) of the Code by reason of subparagraph (A), (B) or (C) of Section 148(f)(4) of the Code or Treasury Regulations Section 1.148-7, and (B) at any time as of and prior to which no nonpurpose investments (as defined in Section 148(f)(6) of the Code) shall have been acquired with gross proceeds (as defined in Section 148(f)(6) of the Code) of the Series 2022A Bond.

(c) The Borrowers shall not permit any payment out of the proceeds of the Series 2022A Bond if, as a result of such payment the average maturity of the Series 2022A Bond would exceed 120% of the average reasonably expected remaining economic life of the Project refinanced from the Net Proceeds of the Series 2022A Bond, as determined in accordance with Section 147(b) of the Code.

(d) No proceeds of the Series 2022A Bond shall be used to provide any airplane, skybox or other private luxury box, facility primarily used for gambling or store the principal business of which is the sale of alcoholic beverages for consumption off premises. No proceeds of the Series 2022A Bond shall be used directly or indirectly to provide residential rental property for family units unless the first use of such property is pursuant to the financing provided by the Series 2022A Bond, within the meaning of Section 145(d) of the Code. If the first use of any portion of such property is pursuant to taxable financing (as defined in Section 145(d)(3)(C) of the Code), (i) each Borrower represents that (A) there was a reasonable expectation (at the time such taxable financing was provided) that such taxable financing would be replaced by the financing provided by the Series 2022A Bond, and (B) the Series 2022A Bond is being issued to replace such taxable financing within a reasonable period after such taxable financing was provided, and (ii) the first use of such portion shall be deemed to be pursuant to the financing provided by the Series 2022A Bond if the Borrowers shall cause the proceeds from the sale of the Series 2022A Bond to be used to replace such taxable financing on, or as soon as practicable after, the Closing Date.

(e) No portion of the Project shall be leased to the United States or any agency or instrumentality thereof, nor shall the Borrowers take, or permit any lessee or user of the Project to take, any action that would cause the Series 2022A Bond to be deemed to be federally guaranteed (as defined in Section l49(b)(2) of the Code).

(f) The Borrowers shall (i) take all such actions as may be necessary to cause the Foundation to continue to be a 501(c)(3) Organization which is not a private foundation (within the meaning of Section 509(a) of the Code), and (ii) shall not take any action which might cause it to cease to be such a 501(c)(3) Organization. The Foundation shall file in a timely manner all reports and other documents which are required to be filed with any governmental body (A) by such a 501(c)(3) Organization or (B) in order to remain such a 501(c)(3) Organization.

(g) The Borrowers and the Authority (at the reasonable request and at expense of the Borrowers) shall file any reports or statements and take such other action as may be required from time to time to cause the Series 2022A Bond to be and remain qualified 501(c)(3) bonds within the meaning of Section 145 of the Code.

(h) If the Borrowers or any Affiliate shall collect a Restricted Gift, the Borrowers shall, as soon as practicable and no later than 13 months after its receipt of such


Restricted Gift, apply, or cause to be applied, such Restricted Gift to pay debt service on or prepayment of the Series 2022A Bond. To the extent that a Restricted Gift cannot be so applied, the Borrowers shall invest, or cause to be invested, such Restricted Gift as provided in the Tax Compliance Agreement.

(i) The Borrowers shall not permit any portion of the Project refinanced with the proceeds from the sale of the Series 2022A Bond to be used in a Trade or Business of any person which is not a 501(c)(3) Organization or in any Unrelated Trade or Business of the Borrowers or any other person.

(j) Any provision of this Section shall be of no further effect if and to the extent that such provision is, in the opinion of Bond Counsel, expressed in an opinion of such Bond Counsel, satisfactory to the Bondholder, delivered to the Authority and the Bondholder, not necessary to cause the interest on the Series 2022A Bond to be excludable from gross income for federal income tax purposes.

Section 7.7 References to Bonds Ineffective after Bonds Paid. Upon Payment of the Bond, all references in this Agreement to the Series 2022A Bond shall be ineffective, and the Authority and the Bondholder shall thereafter have no rights hereunder, except as explicitly provided herein.

Section 7.8 Proof of Payment of Taxes and Other Charges. The Borrowers shall upon request furnish the Authority or the Bondholder proof of payment of any taxes, governmental charges, utility charges, insurance premiums or other charges required to be paid by the Borrowers under this Agreement.

Section 7.9 Inspection and Right of Access. The Bondholder, the Authority and their duly authorized agents shall have the right at all reasonable times and upon reasonable notice to enter upon and inspect any part of the Project and to examine, inspect and make copies of the books, records and accounts of the Borrowers insofar as such books, records and accounts relate to the Project.

Section 7.10 Financial Records; Financial Statements and Other Information. (a) The Borrowers shall maintain proper books of record and account, in which full and correct entries shall be made in accordance with generally accepted accounting principles, consistently applied, of all its business and affairs.

(b) The Borrowers shall furnish to the Bondholder:

(i) within 150 days after the end of each fiscal year of the Borrowers (commencing with the fiscal year ended June 30, 2022), a copy of the audited financial statements as of the end of such fiscal reporting period, accompanied by the report of independent certified public accountants thereon, which statements shall include a balance sheet, income statement, statement of cash flows and supporting schedules and a certificate of compliance with respect to the Debt Service Coverage Ratio for such period;

(ii) within 45 days after the end of each fiscal quarter of the Borrowers (commencing with the fiscal quarter ending September 30, 2022), a copy of the internally prepared


quarterly financial statements as of the end of such fiscal quarter, which statements shall include a balance sheet, income statement and supporting schedules;

(iii) within 90 days after the end of each fiscal year of the Borrowers (commencing with the fiscal year ended June 30, 2022), a copy of an unaudited, internally prepared income statement related to the Project; and

(iv) the annual audit and publicly available operating information related to Christopher Newport University in a timely manner after such audit and information become publicly available, and such additional information and statements, as the Bondholder may reasonably request from time to time, if such information or statements are prepared in the general operations of the Borrowers.

Section 7.11 Payment of Obligations. The Borrowers shall pay, discharge or otherwise satisfy at or before maturity or before they become delinquent, as the case may be, its indebtedness and all other obligations of whatever nature, except, in the case of such other obligations, when the amount or validity thereof is currently being contested in good faith by appropriate proceedings and reserves in conformity with GAAP with respect thereto have been provided on the books of the Borrowers. The Borrowers shall upon request furnish the Bondholder, or cause to be furnished to the Bondholder, proof of payment, discharge or satisfaction of any such indebtedness or obligation.

Section 7.12 Borrowers' Business. The Borrowers shall conduct the Borrowers' business affairs in a reasonable and prudent manner and in compliance with all applicable laws, ordinances, rules and regulations.

Section 7.13 Compliance with Laws. The Borrowers shall comply in all material respects with all applicable laws and all governmental rules and regulations issued thereunder, including without limitation the ADA, ERISA and all laws pertaining to the use, storage, disposal, transportation, handling or remediation of hazardous materials.

Section 7.14 Debt Service Coverage Ratio. The Borrowers shall fix, charge, and collect rents and charges for the use of the Project so that Debt Service Coverage Ratio is not less than 1.00:1.00 for the Project, calculated at the end of each fiscal year of the Borrowers, beginning with fiscal year ending June 30, 2023.

Section 7.15 Negative Pledge of the Project and the Lease. The Borrowers shall not create, incur, assume or suffer to exist, any Lien on and shall not sell, assign, or otherwise transfer the Lease, the Project or the real property on which the Project is located except for Permitted Liens.

Section 7.16 Lease and Project. The Borrowers shall and shall use their best efforts to cause the University to keep the Project in safe condition and shall keep the Project in good repair and operating condition, making or causing to be made, from time to time, all necessary repairs, renewals and replacements.


ARTICLE VIII

DAMAGE, DESTRUCTION, CONDEMNATION AND LOSS OF TITLE

Section 8.1 Damage, Destruction, Condemnation and Loss of Title. (a) The Borrowers shall give prompt notice to the Bondholder of (1) any material damage to or destruction of any part of the Project, (2) a taking of all or any part of the Project or any right therein under the exercise of the power of eminent domain, (3) any loss of any part of the Project because of failure of title thereto, or (4) the commencement of any proceedings or negotiations that might result in such a taking or loss. Each such notice shall describe generally the nature and extent of such damage, destruction, taking, loss, proceedings or negotiations.

(b) The Borrowers shall apply any insurance proceeds received on account of any damage, destruction, taking or other loss of title to all or any part of the Project to the reduction of amounts due on the Series 2022A Bond, in part or in whole, or to the restoration, repair and rebuilding of the damaged, destroyed or condemned portions of the Project, as the Borrowers elect; provided, however, that if an Event of Default has occurred and is continuing, the Bondholder shall direct the application of such insurance proceeds to either of the foregoing options. In all instances the Borrowers shall deposit such insurance proceeds in a separate segregated account and shall disburse such amounts in accordance with this Section.

(c) The Borrowers shall not by reason of the payment of the cost of replacement, repair, rebuilding or restoration be entitled to any reimbursement from the Authority or the Bondholder or to any abatement or diminution of the amount payable under the Series 2022A Note. All real and personal property acquired with such insurance proceeds shall be free and clear of all Liens except Permitted Liens. Prepayments of the Series 2022A Note shall be used to redeem Series 2022A Bond pursuant to Section 10.1 hereof.

ARTICLE IX

EVENTS OF DEFAULT AND REMEDIES

Section 9.1 Event of Default. Each of the following shall be an Event of Default:

(a) Failure of the Borrowers to make, or cause to be made, any payment of principal of or interest on the Series 2022A Note or any other payment under the Financing Instruments when due;

(b) Failure of the Borrowers to observe or perform any of its other covenants, conditions or agreements hereunder, which does not constitute an Event of Default under any other provision of this Section 9.1, for a period of 30 days after notice (unless the Borrowers and the Bondholder shall agree in writing to an extension of such time prior to its expiration) specifying such failure and requesting that it be remedied, given by the Bondholder to the Borrowers;

(c) A Borrower shall (i) apply for or consent to the appointment of, or the taking of possession by, a receiver, custodian, assignee, sequestration, trustee, liquidator or similar official of a Borrower or of all or a substantial part of its property, (ii) admit in writing its inability, or be generally unable, to pay its debts as such debts become due, (iii) make a general assignment


for the benefit of its creditors, (iv) commence a voluntary case under the Bankruptcy Code (as now or hereafter in effect), (v) file a petition seeking to take advantage of any other federal or state law relating to bankruptcy, insolvency, reorganization, arrangement, winding-up or composition or adjustment of debts, (vi) fail to controvert in a timely or appropriate manner, or acquiesce in writing to, any petition filed against a Borrower in an involuntary case under the Bankruptcy Code, or (vii) take any corporate action for the purpose of effecting any of the foregoing;

(d) A proceeding or case shall be commenced, without the application or consent of a Borrower, in any court of competent jurisdiction, seeking (i) the liquidation, reorganization, arrangement, dissolution, winding-up or composition or adjustment of debts of a Borrower, (ii) the appointment of a trustee, receiver, custodian, assignee, sequestration, liquidator or similar official of a Borrower or of all or any substantial part of its assets, or (iii) similar relief in respect of a Borrower under any law relating to bankruptcy, insolvency, reorganization, arrangement, winding-up or composition or adjustment of debts and such proceeding or case shall continue undismissed, or an order, judgment or decree approving or ordering any of the foregoing shall be entered and continue unstayed and in effect, for a period of 90 days from the commencement of such proceeding or case or the date of such order, judgment or decree, or an order for relief against a Borrower shall be entered in an involuntary case under the Bankruptcy Code; and

(e) A reasonable determination by the Bondholder that any warranty, representation or other statement by or on behalf of the Borrowers or the Authority contained in any Financing Instrument or any financial statement or other information furnished in connection with the issuance or sale of the Series 2022A Bond was false or misleading in any material respect at the time it was made or delivered.

Section 9.2 Remedies on Default. Upon the occurrence and continuation of an Event of Default, the Bondholder may:

(a) Declare all payments hereunder and under the Series 2022A Bond and the Series 2022A Note to be immediately due and payable, whereupon the same shall become immediately due and payable (including without limitation any additional amounts that would be due and payable if the Borrowers had voluntarily prepaid the Series 2022A Bond as set forth herein); provided that all such payments shall automatically be immediately due and payable, without the necessity of any action by the Bondholder, upon the occurrence of an Event of Default described in subsection (c) or (d) of Section 9.1;

(b) Take whatever action at law or in equity may appear necessary or desirable to collect the amounts then due and thereafter to become due hereunder or under the Series 2022A Bond or the Series 2022A Note or to enforce observance or performance of any covenant, condition or agreement of the Borrowers under the Financing Instruments.

The Bondholder shall give notice to the Borrowers and the Authority of the exercise by the Bondholder of any of the rights or remedies under this Section 9.2 in writing in the manner provided in Section 11.12, provided that failure to give such notice by telephone or facsimile shall not affect the validity of the exercise of any right or remedy under this Section 9.2.


Furthermore, upon the occurrence and during the continuance of an Event of Default, the Bondholder may (but shall be under no obligation to) at any time thereafter make such payments and/or perform such other acts on behalf of, for the account of and at the expense of the Borrower, in each case as the Bondholder may consider necessary or appropriate for the purpose of protecting its interests under this Agreement.

Section 9.3 No Remedy Exclusive. No remedy herein conferred upon or reserved to the Bondholder is intended to be exclusive of any other remedy, and every remedy shall be cumulative and in addition to every other remedy herein or now or hereafter existing at law, in equity or by statute. No delay or failure to exercise any right or power accruing upon an Event of Default shall impair any such right or power or shall be construed to be a waiver thereof, and any such right or power may be exercised from time to time and as often as may be deemed expedient.

Section 9.4 Counsel Fees and Other Expenses. The Borrowers shall on demand pay to the Authority and the Bondholder the reasonable counsel fees and other reasonable expenses incurred by either of them in the collection of payments hereunder or the enforcement of any other obligation of the Borrowers upon an Event of Default. Further, the Borrowers' obligation to pay the expenses of the Authority, the Bondholder, or any other expenses because of the occurrence of an Event of Default shall survive Payment of the Bond.

Section 9.5 No Additional Waiver Implied by One Waiver. If any party or its assignee waives a default by any other party under any covenant, condition or agreement herein, such waiver shall be limited to the particular breach so waived and shall not be deemed to waive any other breach hereunder.

ARTICLE X

PREPAYMENT; MANDATORY TENDER

Section 10.1 Option to Prepay. The Series 2022A Bond may be prepaid by the Authority, at the direction of the Borrower Representative, in whole or in part at any time upon five days' prior written notice to the Bondholder at a price equal to par plus accrued interest to the date of prepayment; provided that the price for any prepayment of the Series 2022A Bond occurring before August 1, 2027, in connection with a refinancing of the Series 2022A Bond with a creditor other than the Bondholder or an Affiliate of the Bondholder shall equal the following redemption prices (expressed as a percentage of the principal amount to be prepaid) plus accrued interest to the date of prepayment:

Redemption Period Price Closing Date to August 1, 2024 103% August 2, 2024 to August 1, 2026 102 August 2, 2026 to August 1, 2027 101


ARTICLE XI

MISCELLANEOUS

Section 11.1 Term of Agreement. This Agreement shall be effective upon execution and delivery hereof. Subject to earlier satisfaction upon prepayment of all of the Borrowers' obligations hereunder pursuant to Article X and the making in full of all other Required Payments due and payable at the date of such prepayment and subject to any provisions hereof which survive Payment of the Bond, the Borrowers' obligations hereunder shall expire on the date provided in the Series 2022A Bond for the final payment of principal thereon, or if all Required Payments have not been made on such date, when all Required Payments shall have been made.

Section 11.2 Registration of the Series 2022A Bond. The Series 2022A Bond shall be issued in registered form without coupons, payable to the registered owner or registered assigns. The Borrower Representative shall keep books for the registration of transfer of the Series 2022A Bond as the bond registrar. The transfer of the Series 2022A Bond may be registered only upon an assignment executed by the registered owner in such form as shall be satisfactory to the Borrowers and the Authority, such registration to be made on the registration books and endorsed on the applicable Series 2022A Bond by the Bondholder. The person in whose name the applicable Series 2022A Bond shall be registered shall be deemed and regarded as the absolute owner thereof for all purposes, and payment of the principal and purchase price of and interest on such Series 2022A Bond shall be made only to or upon the order of the registered owner thereof or his legal representative.

Section 11.3 Authority Representative. Whenever under the provisions of this Agreement the approval of the Authority is required or the Authority is required to take some action at the request of the Borrowers, such approval shall be made or such action shall be taken by the Authority Representative; and the Borrowers and the Bondholder shall be authorized to rely on any such approval or action.

Section 11.4 Borrower Representative. Whenever under the provisions of this Agreement the approval of the Borrowers is required or the Borrowers are required to take some action at the request of the Authority or the Bondholder, such approval shall be made or such action shall be taken by the Borrower Representative; and the Authority and the Bondholder shall be authorized to act on any such approval or action.

Section 11.5 If Payment or Performance Date is Not a Business Day. If the specified or last date for the making of any payment, the performance of any act or the exercising of any right, as provided in this Agreement is not a Business Day, such payment may be made or act performed or right exercised on the next succeeding Business Day; provided that interest shall accrue during any such period during which payment shall not occur.

Section 11.6 Successors and Assigns. This Agreement shall be binding upon, inure to the benefit of and be enforceable by the parties hereto and their respective successors and assigns. No assignment by the Borrowers shall relieve the Borrowers of the obligations hereunder. The Bondholder may, from time to time, sell or offer to sell the Series 2022A Bond or interests therein to one or more assignees or participants, and is hereby authorized to disseminate any information


it has pertaining to the Series 2022A Bond, including, without limitation, credit information on the Borrowers, to any such assignee or participant or prospective assignee or prospective participant, and to the extent, if any, specified in any such assignment or participation, such assignee(s) or participant(s) shall have the same rights and benefits with respect to this Agreement and the Series 2022A Bond as such Person(s) would have if such Person(s) were the Bondholder hereunder. The Bondholder shall provide prior written notice to the Borrowers of any assignment or participation. The Bondholder shall not sell, transfer, assign or participate any interest in this Agreement or the Series 2022A Bond to any person other than a "qualified institutional buyer" (as defined in Rule 144A promulgated under the Securities Act of 1933, as amended) that is also a financial institution.

Section 11.7 Limitation of Authority's Liability. No covenant, agreement or obligation contained in any Financing Instrument shall be deemed to be a covenant, agreement or obligation of any present or future director, officer, employee or agent of the Authority in his individual capacity, and neither the directors of the Authority nor any officer thereof executing any Financing Instrument shall be liable personally on such Financing Instrument or be subject to any personal liability or accountability by reason of the issuance thereof. No director, officer, employee, agent or attorney of the Authority shall incur any personal liability with respect to any other action taken by him pursuant to the Financing Instruments or the Act or any of the transactions contemplated thereby, provided he acts in good faith.

The obligations of the Authority under the Financing Instruments to which it is a party are not general obligations of the Authority but are limited obligations payable solely from the revenues and receipts derived from the repayment of the loan of the proceeds of the Series 2022A Bond made to the Borrowers pursuant to this Agreement, which revenues and receipts have been pledged and assigned to such purposes. Neither the Commonwealth of Virginia nor any political subdivision thereof, including the Authority and the City of Newport News, Virginia, shall be obligated to pay the obligations under the Financing Instruments to which the Authority is a party or other costs incident thereto except from the revenues and receipts pledged therefor, and neither the faith and credit nor the taxing power of the Commonwealth of Virginia or any political subdivision thereof, including the Authority and the City of Newport News, Virginia, is pledged to the payment of such obligations. The Authority does not have any taxing power.

Section 11.8 Reports. The Borrowers shall furnish, or shall cause the Bondholder to furnish, to the Authority no later than July 31 of each year a statement setting forth (a) the outstanding principal balance on the Series 2022A Bond as of June 30 of such year, and (b) whether payments due under the Series 2022A Bond are current, and (c) at the expense of the Borrowers, such additional information with respect to the Series 2022A Bond as the Authority or its auditors may reasonably request.

Section 11.9 Severability. If any provision of this Agreement shall be held invalid or unenforceable by any court of competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision hereof.

Section 11.10 Applicable Law; Entire Understanding. This Agreement shall be governed by the applicable laws of the Commonwealth of Virginia. The Financing Instruments express the entire understanding and all agreements between the parties and may not be modified


except in a writing signed by the parties thereto. No Financing Instrument may be modified before Payment of the Bond without the consent of the Bondholder.

Section 11.11 Counterparts. This Agreement may be executed in several counterparts, each of which shall be an original, and all of which together shall constitute but one and the same instrument.

Section 11.12 Notices. Except as may otherwise be provided herein, all demands, notices, approvals, consents, requests and other communications hereunder and under the other Financing Instruments shall be in writing and shall be delivered or given by personal delivery, first class mail, postage prepaid, or overnight courier addressed as follows:

(a) If to the Borrowers, at:

c/o Christopher Newport University Real Estate Foundation 1 Avenue of the Arts 2nd Floor, CNU North Newport News, Virginia 23606 Attention: Chief Executive Officer

(b) If to the Authority, at:

Industrial Development Authority of the City of Newport News, Virginia 2400 Washington Avenue 3rd Floor Newport News, Virginia 23607 Attention: Chairman With a copy to Raymond H. Suttle, Jr. Jones, Blechman, Woltz & Kelly, P.C. 700 Town Center Drive Suite 800 Newport News, Virginia 23606

(c) If to the Bondholder, at:

South State Bank, N.A. 901 E. Cary Street Suite 210 Richmond, Virginia 23219 Attn: Thomas S. Zachry

All such demands, notices, approvals, consents, requests and other communications shall be deemed to have been given on (i) the date received if personally delivered, (ii) two Business Days after deposited in the mail if delivered by mail, or (iii) the date sent if sent by overnight


courier. The Borrowers, the Authority and the Bondholder may, by notice given hereunder, designate any further or different addresses to which subsequent demands, notices, approvals, consents, requests and other communications shall be sent or persons to whose attention the same shall be directed.

Section 11.13 Other Agreements. To the extent that the execution and delivery of any Financing Instrument by the Borrowers, or the performance of its obligations thereunder, would constitute a violation of or default under any other agreement to which the Bondholder and the Borrowers are parties, such other agreement is hereby amended to permit such execution and delivery or such performance, as the case may be, and any default under such agreement resulting from such execution and delivery or such performance is hereby waived.

Section 11.14 Fees and Expenses. Each Borrower agrees to pay (or reimburse the Bondholder for) (1) the fees and expenses of the Bondholder, counsel to the Bondholder, and all other costs, fees and expenses incidental to the financing hereunder, the issuance of the Series 2022A Bond and the costs of producing the documents referred to herein, and (2) all taxes of any kind whatsoever lawfully assessed, levied or imposed with respect to the filings or recordings pursuant to the Financing Instruments and the transactions contemplated by this Agreement.



IN WITNESS WHEREOF, the Authority, the Bondholder and the Borrowers have caused this Agreement to be executed in their respective names, all as of the date first above written.

INDUSTRIAL DEVELOPMENT AUTHORITY OF THE CITY OF NEWPORT NEWS, VIRGINIA By: Chair SOUTH STATE BANK, N.A., as Bondholder By: ____________________________________ Senior Vice President CHRISTOPHER NEWPORT UNIVERSITY REAL ESTATE FOUNDATION By: ____________________________________ Michael C. Martin, President

CNU UNIVERSITY APARTMENTS 2, LLC By: ____________________________________ Its: [[[Title]]] By: ______________________________ [[[Title]]]


EXHIBIT A

FORM OF SERIES 2022A BOND

(See Attached)


EXHIBIT B

FORM OF SERIES 2022A NOTE


CHRISTOPHER NEWPORT UNIVERSITY REAL ESTATE FOUNDATION CNU UNIVERSITY APARTMENTS 2, LLC

PROMISSORY NOTE

$__________ Dated: August __, 2022

Christopher Newport University Real Estate Foundation (the "Foundation"), a Virginia nonstock corporation and CNU University Apartments 2, LLC ("Apartments 2 LLC" and together with the Foundation, the "Borrowers"), a Virginia limited liability company, for value received, hereby promises to pay, on a joint and several basis, to the Industrial Development Authority of the City of Newport News, Virginia (the "Authority"), or assigns, the principal sum of __________ DOLLARS ($__________), or such lesser amount as may be advanced hereunder, as follows.

Installments of principal and interest shall be made as required by the Bond Purchase and Loan Agreement dated as of August 1, 2022 (as altered, amended, modified, or supplemented from time to time, the "Agreement"), among the Authority, the Borrowers and South State Bank, N.A. (as more particularly defined in the Agreement, the "Bondholder"), and to make payments with respect to the Authority's Educational Facilities Revenue Refunding Bond (University Apartments Project), Series 2022A in a principal amount equal to the aggregate amount of principal advances made thereunder up to $__________ (the "Series 2022A Bond"). In addition to the payments of principal and interest, the Borrowers shall also pay such additional amounts, if any, that the Borrowers are required to pay under the Agreement.

The principal sum payable under this Promissory Note shall be equal to the outstanding principal amount of the Series 2022A Bond and this Promissory Note, less the aggregate amount of principal payments which have been made on the Series 2022A Bond and this Promissory Note (whether upon principal installment dates, by prepayment or otherwise). No notation is required to be made on this Promissory Note of the payment of any principal or interest on normal installment payment dates. HENCE, THE FACE AMOUNT OF THIS PROMISSORY NOTE MAY EXCEED THE PRINCIPAL SUM REMAINING OUTSTANDING AND DUE HEREUNDER.

All payments of principal and interest shall be made in lawful money of the United States of America at the principal office of the Bondholder, in Richmond, Virginia, or at such other place as the Bondholder may direct in writing.

The Authority, by the execution of the Agreement and the assignment form at the foot of this Promissory Note, is assigning, without recourse, this Promissory Note and the payments thereon to the Bondholder as security for the Series 2022A Bond, as issued pursuant to the Agreement. Payments of principal of and premium, if any, and interest on this Promissory Note shall be made directly to the Bondholder for the account of the Authority pursuant to such assignment and applied only to the principal of and premium, if any, and interest on the Series 2022A Bond. All obligations of the Borrowers hereunder shall terminate when all sums due and to become due pursuant to the Agreement, this Promissory Note and the Series 2022A Bond, have been paid or provided for in full.


This Promissory Note may be prepaid only as provided in the Series 2022A Bond and the Agreement.

This Promissory Note is issued in satisfaction of the Borrowers' payment obligations of the Agreement and is entitled to the benefits and subject to the conditions thereof, including the provisions of Section 6.2 thereof that the Borrowers' obligations thereunder and hereunder shall be unconditional. This is a single Promissory Note of the Borrowers, limited to $_________ in principal amount. The Borrowers obligations under this Promissory Note are additionally secured by the Assignment of Rents and Leases. All the terms, conditions and provisions of the Agreement, the Assignment of Rents and Leases, and the other Financing Instruments are, by this reference thereto, incorporated herein as a part of this Promissory Note.

Upon the occurrence of certain Events of Default, the principal of this Promissory Note may be declared, and the same shall become due, in accordance with the Agreement.

This Promissory Note is issuable only as a fully registered Promissory Note. This Promissory Note shall be registered on the registration books to be maintained by the Borrower Representative and the transfer of this Promissory Note shall be registrable only upon presentation of this Promissory Note at such office by the registered owner or by his duly authorized attorney. Such registration of transfer shall be without charge to the registered owner hereof, but any taxes or other governmental charges required to be paid with respect to the same shall be paid by the registered owner requesting such registration of transfer as a condition precedent to the exercise of such privilege. Upon any such registration of transfer, the Borrowers shall execute and deliver in exchange for this Promissory Note a new Promissory Note, registered in the name of the transferee.

Prior to due presentment hereof for registration of transfer, the Borrowers may deem and treat the person in whose name this Promissory Note is registered as the absolute owner hereof for all purposes; and the Borrowers shall not be affected by any notice to the contrary. All payments made to the registered owner hereof shall be valid, and, to the extent of the sum or sums so paid, effectual to satisfy and discharge the liability for moneys payable on this Promissory Note.

Upon the prepayment or the call for redemption and the surrender of this Promissory Note for prepayment or redemption in part only, the Borrowers shall cause to be executed and delivered to or upon the written order of the Bondholder, at the expense of the Borrowers, a new Promissory Note of like form and tenor, but in principal amount equal to the unpaid or unredeemed portion of the principal of this Promissory Note. The Bondholder may, in lieu of surrendering this Promissory Note for a new fully registered Promissory Note, endorse on this Promissory Note acknowledgment of such partial prepayment or redemption, which acknowledgment shall set forth, over the signature of the Bondholder, the payment date, the principal amount prepaid or redeemed and the principal amount remaining unpaid.



IN WITNESS WHEREOF, the Borrowers have caused this Promissory Note to be duly executed and to be dated the date first above written.

CHRISTOPHER NEWPORT UNIVERSITY REAL ESTATE FOUNDATION By: ____________________________________ Michael C. Martin, President

CNU UNIVERSITY APARTMENTS 2, LLC By: ____________________________________ Its: [[[Title]]] By: ______________________________ [[[Title]]]


ASSIGNMENT

The Industrial Development Authority of the City of Newport News, Virginia (the "Authority"), hereby irrevocably assigns, without recourse, the foregoing Promissory Note to South State Bank, N.A. (as more particularly defined in the below defined agreement, the "Bondholder "), under the Bond Purchase and Loan Agreement dated as of August 1, 2022 (the "Agreement"), among the Authority, the Bondholder, and Christopher Newport University Real Estate Foundation and CNU University Apartments 2, LLC (collectively, the "Borrowers"). The Authority further hereby directs the Borrowers, as the makers of the Promissory Note, to make all payments of principal of and interest thereon directly to the Bondholder as provided in the Agreement, or at such other place as the Bondholder may direct in writing. Such assignment is made as security for the payment of the Authority's Educational Facilities Revenue Refunding Bond (University Apartments Project), Series 2022A.

INDUSTRIAL DEVELOPMENT AUTHORITY OF THE CITY OF NEWPORT NEWS, VIRGINIA By: ___________________________________

Chair Dated: August ___, 2022


RA-1 $__________

Dated: August __, 2022

UNITED STATES OF AMERICA



Educational Facilities Revenue Refunding Bond (University Apartments Project),

Series 2022A

The Industrial Development Authority of the City of Newport News, Virginia, a political subdivision of the Commonwealth of Virginia (the "Authority"), for value received, hereby promises to pay, solely from the source as hereinafter provided, to the order of South State Bank, N.A. (together with any successor registered holder of this Bond, the "Bondholder"), at its principal office in Richmond, Virginia, or at such other place as the holder of this Bond may in writing designate, in lawful money of the United States of America, the principal amount of $__________, together with interest on the outstanding and unpaid principal amount as set forth below.

This Bond is authorized and issued pursuant to the Industrial Development and Revenue Bond Act, Chapter 49, Title 15.2, Code of Virginia of 1950, as amended (the "Act") and a Bond Purchase and Loan Agreement dated as of August 1, 2022 (as altered, amended, modified or supplemented from time to time, the "Agreement"), among the Authority, Christopher Newport University Real Estate Foundation (the "Foundation"), CNU University Apartments 2, LLC ("Apartments 2 LLC" and together with the Foundation, the "Borrowers") and the Bondholder. The proceeds of this Bond will be used, along with other available funds, to provide funds to the Borrowers (1) to refinance the Authority's Revenue Bond (Christopher Newport University Student Housing Project), Series 2018A and Revenue Bond (Christopher Newport University Student Housing Project), Series 2018B (collectively, the "2018 Bonds"), originally issued to (A) refinance existing debt of the Foundation that refinanced the costs of constructing and equipping a student housing complex located at 39 Sweetbriar Drive in the City of Newport News, Virginia 23606 and leased by Christopher Newport University (the "University") and (B) finance costs of issuance in connection with the 2018 Bonds and (2) if and as needed, capitalized interest on this Bond and costs of issuance related to the issuance of this Bond, working capital, routine capital expenditures at the sites described above and other related costs.

Reference is hereby made to the Agreement for a description of the provisions, among others, with respect to the nature and extent of the security for this Bond, additional amounts payable thereunder, the rights, duties and obligations of the Authority and the rights of the holder of this Bond with respect thereto. Each capitalized term used and not defined in this Bond has the meaning given to it in the Agreement.


Interest on the unpaid principal balance from time to time outstanding under this Bond, shall be due and payable on the first day of each month, commencing September 1, 2022, at the Bank Rate, subject to adjustment upon an Event of Taxability and as otherwise provided below.

All interest payable shall be computed on the basis of the actual number of days elapsed over a year of 360 days.

If not sooner paid pursuant to Article X of the Agreement, the outstanding principal amount on this Bond shall be payable on the first day of each month, commencing September 1, 2022, in the amounts set forth in Schedule I attached hereto. On December 1, 2033 (the "Maturity Date"), the entire outstanding and unpaid principal hereof, and accrued interest thereon, unless sooner prepaid, shall be due and payable, subject, however, to prepayment as hereinafter provided. Both principal and interest are payable in lawful money of the United States of America.

If the specified or last date for the making of any payment is not a Business Day, such payment shall be made as set forth in Section 11.5 of the Agreement.

The outstanding principal amount of this Bond shall bear interest at the Bank Rate, unless:

(i) a Determination of Taxability shall have occurred, in which case this Bond shall bear interest at the Taxable Rate from and after the Date of Taxability and the Borrowers shall pay to the Bondholder, on demand, such additional amounts as shall be necessary to provide that interest shall have been payable at the Taxable Rate from the Date of Taxability; and


As used in this Bond, the following capitalized terms shall have the meanings set forth below:

"Bank Rate" means a fixed annual rate of interest per annum equal to 3.44%.


"Closing Date" means the date of issuance of this Bond.

"Date of Taxability" shall mean the earliest date as of which interest on this Bond shall have been determined to be includable in the gross income of the Bondholder pursuant to a Determination of Taxability.


"Determination of Taxability" or "Determination" shall mean and shall be deemed to have occurred on the first to occur of the following:

(a) on that date when the Borrowers file any statement, supplemental statement or other tax schedule, return or document which discloses that an Event of Taxability, as hereinafter defined, shall have in fact occurred;

(b) on the date when any Bondholder or former Bondholder notifies the Borrowers that it has received a written opinion by an attorney or firm of attorneys of recognized standing on the subject of municipal bonds to the effect that an Event of Taxability shall have occurred unless, within 180 days after receipt by the Borrowers of such notification from any Bondholder or any former Bondholder, the Borrowers shall deliver to each Bondholder and former Bondholder a ruling or determination letter issued to or on behalf of the Borrowers by the Commissioner or any District Director of Internal Revenue (or any other government official exercising the same or a substantially similar function from time to time) to the effect that, after taking into consideration such facts that formed the basis for the opinion that an Event of Taxability has occurred, an Event of Taxability shall not have occurred;

(c) on the date when the Borrowers shall be advised in writing by the Commissioner or any District Director of Internal Revenue (or any other government official or agent exercising the same or a substantially similar function from time to time) that, based upon filings of the Borrowers, or upon any review or audit of the Borrowers or upon any other ground whatsoever, an Event of Taxability shall have occurred;

(d) on that date when the Borrowers shall receive notice from any Bondholder or former Bondholder that the Internal Revenue Service (or any other government official or agency exercising the same or a substantially similar function from time to time) has assessed as includable in the gross income of such Bondholder or any former Bondholder the interest on this Bond due to the occurrence of an Event of Taxability;

provided, however, no Determination of Taxability shall occur under subparagraph (c) or (d) hereof unless the Borrowers have been afforded the opportunity, at their expense, to contest any such assessment and, further, no Determination of Taxability shall occur until such contest, if made, has been finally determined; provided further, however, that upon demand from any Bondholder or former Bondholder, the Borrowers shall immediately reimburse such Bondholder or former Bondholder for any payments such Bondholder or former Bondholder shall be obligated to make as a result of the Determination of Taxability during any such contest.

"Event of Taxability" shall mean (a) a change in law or fact or the interpretation thereof, or the occurrence or existence of any fact, event or circumstance (including, without limitation, the taking of any action by the Borrowers, or the failure to take any action by the Borrowers, or the making by the Borrowers of any misrepresentation herein or in any certificate required to be given in connection with the issuance, sale or delivery of this Bond), or (b) the entry of any decree or judgment by a court of competent jurisdiction, or the taking of any official action by the Internal Revenue Service or the Department of the Treasury, which decree, judgment or action shall be final under applicable procedural law, in either case which has the effect of causing the interest


paid or payable on this Bond to become includable in the gross income of any Bondholder or former Bondholder of this Bond for federal income tax purposes.

"Taxable Rate" shall mean a rate of interest per annum equal to Bank Rate divided by the percentage obtained by subtracting the then-highest U.S. corporate tax rate (as of the Closing Date, 21%) from 1.00.

This Bond may be prepaid by the Authority, at the direction of the Borrower Representative, in whole or in part at any time upon five days' prior written notice to the Bondholder at a price equal to par plus accrued interest to the date of prepayment; provided that the price for any prepayment of this Bond occurring before August 1, 2027, in connection with a refinancing of this Bond with a creditor other than the Bondholder or an Affiliate of the Bondholder shall equal the following redemption prices (expressed as a percentage of the principal amount to be prepaid) plus accrued interest to the date of prepayment:



Section 9.2(a) of the Agreement provides that the Bondholder, at its option, may declare all amounts payable under this Bond to be immediately due and payable upon an Event of Default thereunder, and upon such declaration all amounts hereunder shall become immediately due and payable.

This Bond is issued pursuant to and in full compliance with the Act. THE PRINCIPAL AND INTEREST HEREON ARE LIMITED OBLIGATIONS OF THE AUTHORITY PAYABLE SOLELY FROM THE REVENUES AND RECEIPTS DERIVED FROM THE AGREEMENT, INCLUDING PAYMENTS RECEIVED THEREUNDER, WHICH PAYMENTS, REVENUES AND RECEIPTS HAVE BEEN PLEDGED AND ASSIGNED TO THE BONDHOLDER TO SECURE PAYMENT OF THIS BOND. THE PRINCIPAL OF AND THE INTEREST THEREON SHALL NOT BE DEEMED TO CONSTITUTE A DEBT OR A PLEDGE OF THE FAITH AND CREDIT OF THE COMMONWEALTH OF VIRGINIA OR ANY POLITICAL SUBDIVISION THEREOF, INCLUDING THE AUTHORITY AND THE CITY OF NEWPORT NEWS, VIRGINIA. NEITHER THE COMMONWEALTH OF VIRGINIA NOR ANY POLITICAL SUBDIVISION THEREOF, INCLUDING THE AUTHORITY AND THE CITY OF NEWPORT NEWS, VIRGINIA, SHALL BE OBLIGATED TO PAY THE PRINCIPAL OF OR INTEREST ON THIS BOND OR OTHER COSTS INCIDENT THERETO EXCEPT FROM THE REVENUES AND RECEIPTS PLEDGED THEREFOR, AND NEITHER THE FAITH AND CREDIT OF THE AUTHORITY, THE COMMONWEALTH OF VIRGINIA OR ANY POLITICAL SUBDIVISION OF THE COMMONWEALTH OF VIRGINIA, INCLUDING THE CITY OF NEWPORT NEWS, VIRGINIA, NOR THE TAXING POWER OF THE COMMONWEALTH OF VIRGINIA OR ANY POLITICAL SUBDIVISION THEREOF, INCLUDING THE CITY OF NEWPORT NEWS, VIRGINIA, IS PLEDGED TO THE PAYMENT OF THE PRINCIPAL OF OR


INTEREST ON THIS BOND OR OTHER COSTS INCIDENT THERETO. THE AUTHORITY HAS NO TAXING POWER. No covenant, condition or agreement contained herein shall be deemed to be a covenant, agreement or obligation of any present or future director, officer, employee or agent of the Authority in his individual capacity, and neither directors of the Authority nor any officer thereof executing this Bond shall be liable personally on this Bond or be subject to any personal liability or accountability by reason of the issuance hereof.

Simultaneously with the issuance of this Bond, the Borrowers will execute and deliver to the Authority a promissory note in the aggregate principal amount of this Bond (as more particularly defined in the Agreement, the "Series 2022A Note").

Pursuant to the Agreement and the Assignment affixed to the Series 2022A Note, the Authority has assigned, without recourse, to the Bondholder, as security for this Bond, the Series 2022A Note, and certain rights of the Authority under the Agreement. Under the Series 2022A Note, the Borrowers agree to pay amounts sufficient to pay the principal of and interest on this Bond as the same become due.

Ownership of this Bond may be transferred only by surrender hereof to the Borrower Representative, as registrar, and the issuance of this Bond or a replacement therefor to the transferee by the Authority. The Authority shall not be required to affect any such transfer unless properly indemnified for its expenses related to such transfer (including reasonable attorneys' fees) by the prospective transferee.

All acts, conditions and things required to happen, exist or to be performed precedent to and in the issuance of this Bond have happened, exist and have been performed.



IN WITNESS WHEREOF, the Authority has caused this Bond to be signed by its Chair and its seal to be affixed hereon and attested by its Secretary/Treasurer as of the dated date of this Bond.

INDUSTRIAL DEVELOPMENT AUTHORITY OF THE CITY OF NEWPORT NEWS, VIRGINIA By: Chair

(SEAL) ATTEST: By:

Secretary/Treasurer


ASSIGNMENT

FOR VALUE RECEIVED, the undersigned hereby sells, assigns, endorses without recourse and transfers unto

(PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS, INCLUDING ZIP CODE OF ASSIGNEE) PLEASE INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER OF TRANSFEREE ______________________________ the within Bond and all rights hereunder, and hereby irrevocably constitutes and appoints _______________________________________________________________________________ attorney to transfer the within Bond on the books kept for registration hereof, with full power of substitution in the premises. Dated:_____________________ By: _________________________________ NOTICE: the signature to this assignment must correspond with the name as it appears upon the face of the within Bond in every particular, without alteration or enlargement or any change whatever. IN THE PRESENCE OF: ___________________________________ NOTICE: Signatures must be guaranteed by an "eligible guarantor institution" meeting the requirements of the Paying Agent, which requirements include membership or participa-tion in the Security Transfer Agent Medallion Program ("STAMP") or such other "signature guarantee program" as may be determined by the Paying Agent in addition to, or in substitution for, STAMP, all in accordance with the Securities Exchange Act of 1934, as amended.

Please affix signature guarantee ink stamp below with appropriate signature, title of officer and date.


Schedule I

(See Attached)


RESOLUTION APPROVING THE PLAN OF FINANCE FOR THE ISSUANCE AND SALE OF REVENUE REFUNDING BONDS FOR THE BENEFIT OF CHRISTOPHER NEWPORT UNIVERSITY REAL ESTATE FOUNDATION RELATED TO THE REFINANCING OF A STUDENT HOUSING COMPLEX AND DELEGATING TO THE STATE TREASURER THE AUTHORITY TO APPROVE THE FINAL TERMS AND STRUCTURE OF THE BONDS

WHEREAS, the approval of the Treasury Board of the Commonwealth of Virginia (the

"Treasury Board") of the terms and structure of all proposed bond issues or other financing arrangements executed by or for the benefit of education institutions is required pursuant to Section 2.2-2416(5) of the Code of Virginia of 1950, as amended (the "Virginia Code");

WHEREAS, the Christopher Newport University Real Estate Foundation (the "Foundation") is a Virginia nonstock corporation organized for the benefit of Christopher Newport University (the "University"), a public institution of higher education in the Commonwealth of Virginia (the "Commonwealth");

WHEREAS, the Industrial Development Authority of the City of Newport News, Virginia (the "Authority") has previously issued its Revenue Bond (Christopher Newport University Student Housing Project), Series 2018A and Revenue Bond (Christopher Newport University Student Housing Project), Series 2018B (collectively, the "2018 Bonds"), for the benefit of the Foundation and its affiliates to (a) refinance the costs of constructing and equipping a student housing complex (the "CNU Apartments") located at 39 Sweetbriar Drive in the City of Newport News, Virginia 23606 and (b) finance costs of issuance in connection with the 2018 Bonds;

WHEREAS, as security for the 2018 Bonds, CNU University Apartments, LLC ("CNU Apartments LLC"), an affiliate of the Foundation, leased the CNU Apartments to the University under a Deed of Lease (the "Original CNU Apartments Lease") between CNU Apartments LLC and the University, and debt service on the 2018 Bonds is payable from the revenues of the CNU Apartments, including, without limitation, payments under the Original CNU Apartments Lease;

WHEREAS, the Foundation and CNU Apartments 2 LLC (as hereinafter defined) has requested that the Authority issue (and the Authority has agreed to issue) revenue refunding bonds (the "CNU Apartments Bonds") to refinance the outstanding 2018 Bonds and to finance, if and as needed, a debt service reserve fund for the CNU Apartments Bonds, costs of issuance related to the issuance of the CNU Apartments Bonds and other related costs;

WHEREAS, as security for the CNU Apartments Bonds, CNU University Apartments 2, LLC ("CNU Apartments 2 LLC"), as successor to CNU Apartments LLC, will lease the CNU Apartments to the University under the Original Deed of Lease, as previously amended and as further amended by a Second Amendment to Deed of Lease between the CNU Apartments 2 LLC and the University (the "CNU Apartments Lease");

WHEREAS, debt service on the CNU Apartments Bonds is payable from the revenues of the CNU Apartments, including, without limitation, rents and lease payments, including payments


under the CNU Apartments Lease of the CNU Apartments (the "CNU Apartments Revenues"); and

WHEREAS, presented at this meeting to the members of the Treasury Board is a plan of finance that describes the proposed terms and structure of the CNU Apartments Bonds (the "Preliminary Financing Summary").

NOW, THEREFORE, BE IT RESOLVED BY THE TREASURY BOARD OF THE COMMONWEALTH OF VIRGINIA THAT:

1. The Treasury Board hereby approves of (i) the plan of finance and issuance and sale of the CNU Apartments Bonds as proposed by the Foundation and presented to this meeting and (ii) the terms and structure of the CNU Apartments Bonds, as outlined in the Preliminary Financing Summary, subject to final approval by the State Treasurer as described in Section 3 below.

2. Pursuant to Section 2.2-2416(9) of the Virginia Code, the Treasury Board hereby deems it proper to delegate and hereby delegates to the State Treasurer of the Commonwealth (the "State Treasurer") the power to act for and on behalf of the Treasury Board and to take such action as he, in his sole discretion, deems necessary and appropriate, subject to the limitations set forth herein, and otherwise consistent with this Resolution, in connection with the issuance and sale of the CNU Apartments Bonds, including, without limitation, the actions set forth in Section 3 below.

3. The Treasury Board hereby authorizes the State Treasurer to determine and approve of the final terms and structure of the CNU Apartments Bonds and to authorize the Foundation to proceed with the issuance of the CNU Apartments Bonds as described in the Preliminary Financing Summary, provided that: (i) the aggregate principal amount of the CNU Apartments Bonds shall not exceed $7,500,000, (ii) the final maturity of the CNU Apartments Bonds shall not be later than December 31, 2034, and (iii) the interest rate of the CNU Apartments Bonds shall not exceed 4.00%.

4. The Treasury Board hereby approves and ratifies all other actions of the State Treasurer and the Treasury Board staff that are in conformity with the purpose and intent of this Resolution. The Treasury Board hereby authorizes the State Treasurer to take such further actions and to approve and to ratify such other actions of the Authority as are necessary to carry out the purposes and intent of this Resolution, including, without limitation, the preparation, delivery, and execution of other agreements, certificates, or other documents providing for the issuance of the CNU Apartments Bonds.

5. This Resolution shall take effect upon adoption and shall remain in effect until June 30, 2023.


MOTION TO BEGIN THE FINAL STAGE OF THE ADMINISTRATIVE PROCESS TO AMEND THE VIRGINIA SECURITY FOR PUBLIC DEPOSITS

ACT REGULATIONS

Pursuant to Section 2.2-4405(1) of the Code of Virginia of 1950, as amended, that empowers the Treasury Board to make and enforce regulations necessary and proper to perform its functions under the Security for Public Deposits Act (SPDA), I move that the State Treasurer, acting on behalf of the Treasury Board, begin the final stage to amend the Virginia Security for Public Deposits Act Regulations (Regulations) in accordance with the Virginia Administrative Process Act. Amendments to the Regulations are necessary to safeguard Virginia public deposits held in qualified public depositories and to update the language in the Regulations to complement that in the SPDA.


Project 6701 - Proposed

Department Of The Treasury

Amend Virginia Security for Public Deposits Act Regulations After Periodic Review 1VAC75-20-10. General.

A. The definitions provided by § 2.2-4401 of the Code of Virginia shall be used throughout this chapter unless the context requires otherwise.

B. The Treasury Board has designated the State Treasurer to be the chief administrative officer with respect to the provisions of the Virginia Security for Public Deposits Act (the "Act") ( § 2.2-4400 et seq. of the Code of Virginia) and the State Treasurer reserves the right to designate a representative to act on his behalf.

C. The primary responsibility for compliance with the Act rests upon the financial institutions that accept and hold public deposits. If the deposit is a "public deposit," the deposit must be secured pursuant to the Act. If a depositor or a depository is unable to ascertain whether a particular deposit is a "public deposit" for purposes of the Act, they should obtain information about the purpose of the account, the custodian of the account, and under what authority the account was established and communicate with the State Treasurer's office. A final determination will be made by the State Treasurer's office with the assistance of the Office of the Attorney General, if needed. 1VAC75-20-20. (Repealed.) 1VAC75-20-30. Collateral requirements for qualified public depositories.

A. The Treasury Board shall establish the required collateral that qualified public depositories must pledge to secure public deposit balances in excess of insurance coverage provided by the Federal Deposit Insurance Corporation based on resolutions and guidelines approved by the Treasury Board. These collateral requirements shall be made available for public access. Public depositors and qualified public depositories will be notified of changes to the requirements in advance of their effective dates.

B. In the event a depository's average daily public deposits for the immediately preceding month exceed one-fifth of its average daily total deposits for that month, the required collateral will be in accordance with the Treasury Board's established collateral requirements with the added stipulation that no public deposit be collateralized at less than 75% of the actual public deposits held at the close of business on the last day of the immediately preceding month, or no public deposit be collateralized at less than 75% of the average balance of public deposits for the immediately preceding month, whichever is greater.

C. In the event a depository's average daily public deposits for the immediately preceding month exceed one-fifth of its average daily total deposits and the depository has not been actively engaged in the commercial banking business for at least three years, or in the event that a depository's average daily public deposits for the immediately preceding month exceed one-third of its average daily total deposits, or in the event that a depository has not been actively engaged in the commercial banking business for at least one year, the required collateral will be no less than 100% of the actual public deposits held at the close of business on the last day of the immediately preceding month, or no less than 100% of the average balance of public deposits for the immediately preceding month, whichever is greater.

D. In the event a depository has violated the Security for Public Deposits Act, this chapter, or for other reasons deemed prudent by the Treasury Board, such as the deteriorating financial condition of the depository or the failure to meet compliance requirements established by the


Treasury Board pursuant to 1VAC75-20-130, the Treasury Board may increase the depository's collateral requirement. 1VAC75-20-40. (Repealed.) 1VAC75-20-50. Average daily balance computation.

A. The average daily balance for any month shall be derived by dividing the sum of the daily balances of any item being computed by the number of calendar days in the month.

B. In computing the amount of public deposits and the average balance of public deposits to be collateralized during any month, there shall be excluded the amount of each deposit which is insured by the Federal Deposit Insurance Corporation. 1VAC75-20-60. Eligible collateral.

A. Securities eligible for collateral are limited to: 1. Obligations of the Commonwealth. Bonds, notes and other evidences of indebtedness of the Commonwealth of Virginia, and securities unconditionally guaranteed as to the payment of principal and interest by the Commonwealth of Virginia. 2. Obligations of the United States. Bonds, notes and other obligations of the United States, and securities unconditionally guaranteed as to the payment of principal and interest by the United States, or any agency thereof. 3. Obligations of Virginia counties, cities, and other public bodies. Bonds, notes and other evidences of indebtedness of any county, city, town, district, authority or other public body of the Commonwealth upon which there is no default provided that such bonds, notes and other evidences of indebtedness of any county, city, town, district, authority or other public body are either direct legal obligations of, or unconditionally guaranteed as to the payment of principal and interest by, the county, city, town, district, authority or other public body in question and revenue bonds issued by agencies or authorities of the Commonwealth or its political subdivisions upon which there is no default and which are rated Baa2 or better by Moody's Investors Service, Inc. or BBB or better by Fitch Ratings, Inc. or Standard & Poor's Financial Services LLC. 4. Bonds and other obligations issued, guaranteed, or assumed by the International Bank for Reconstruction and Development by the African Development Bank, or by the Asian Development Bank. 5. Obligations partially insured or guaranteed by any U.S. Government Agency. 6. Obligations (including revenue bonds) of states, other than Virginia, and their municipalities or political subdivisions rated A2 or better by Moody's Investors Service, Inc. or A or better by Fitch Ratings, Inc. or Standard & Poor's Financial Services LLC. 7. Any additional securities approved by the Treasury Board pursuant to § 2.2-4405.4 of the Code of Virginia.

B. Federal Home Loan Bank letters of credit issued in accordance with the Security for Public Deposits Act are eligible as collateral.

C. No security which is in default as to principal or interest shall be acceptable as collateral. D. No qualified public depository shall utilize securities issued by itself, its holding company,

or any affiliate for purposes of collateralizing its public deposits. E. Securities excluded by action of the Treasury Board pursuant to § 2.2-4405.4 of the Code

of Virginia shall not be acceptable. 1VAC75-20-70. Valuation of collateral.

A. Each qualified public depository shall value its securities for reporting purposes at current market value as of the close of business on the last day of the immediately preceding month.


Weekly, qualified public depositories that have elected the dedicated method of collateralization must additionally report current market values as of the close of business on Friday of the immediately preceding week. At all times the current market value of collateral must be equal to or greater than a depository's required collateral as defined in 1VAC75-20-30 and 1VAC75-20-80 of this chapter. Current market value is defined as the market value of a security priced on a same day basis or no older than one business day. Business day is defined as any day other than a Saturday, Sunday, a legal holiday, or a day in which banking institutions are authorized or required by law or other governmental action to be closed.

B. The Treasury Board may require that certain securities that are difficult-to-value or subject to rapid declines in value or otherwise represent a risk of decrease in value be valued at a rate less than 100% of their market value. Accordingly, this shall apply to all of the following security types: mortgage-backed securities (MBS) and collateralized mortgage obligations (CMO) issued by U.S. agencies or government-sponsored enterprises (GSE) shall be valued at 80% of their market value; obligations (bonds, notes and other evidences of indebtedness) of the Commonwealth of Virginia and any Virginia county, city, town, authority or other public body shall be valued at 90% of their market value; and obligations (bonds, notes and other evidences of indebtedness) of other states and their municipalities and political subdivisions shall be valued at 80% of their market value. Qualified public depositories shall have six months from the date these regulations are effective to adjust their pledged collateral, if necessary. 1VAC75-20-80. Deposit of collateral.

A. No qualified public depository shall accept or retain any public deposit which is required to be secured unless it has previously executed a "Public Deposit Security Agreement," approved by the depository's Board of Directors or Loan Committee, with such approval reflected in the minutes of said board or committee. The depository shall maintain the security agreement as an official record continuously from the time of its execution. The depository must also have deposited eligible collateral, as defined in these regulations, equal to its required collateral, determined as herein provided, with an eligible escrow agent approved by the State Treasurer. Each depository is responsible for providing a written notification and executing new agreements upon its name change.

B. Whether or not a qualified public depository has eligible collateral deposited as heretofore provided at the time it receives a public deposit, if such deposit would result in an increase in the qualified public depository's required collateral computed as of the day on which the deposit is received, such qualified public depository shall immediately deposit sufficient securities to increase its collateral to an amount equal to that determined pursuant to 1VAC75-20-30 utilizing the qualified public depository's actual public deposits held at the close of business on the day such deposit is received. Written notice of deposit of collateral shall be submitted to the Treasury Board. 1VAC75-20-90. Substitution of eligible collateral.

A. A substitution of eligible collateral may be made by the qualified public depository at any time provided that the current market value of the collateral substituted is equal to or greater than the current market value of the collateral withdrawn.

B. At the time of making a collateral substitution, the qualified public depository shall prepare a request for the substitution upon a form approved by the Treasury Board and provide it to the escrow agent and to the Treasury Board. The escrow agent shall not allow a collateral substitution unless the current market value of the collateral to be substituted is equal to or greater than the current market value of the collateral to be withdrawn. Current market value for the escrow agent in regards to a substitution is the market value of a security priced on a same day basis or no older than one business day prior to the date of the substitution. The escrow agent shall calculate adjustments to the current market value of collateral that the Treasury Board has identified as


difficult-to-value or subject to rapid declines in value or otherwise represents a risk of decrease in value at the time of substitution to determine if the market value is equal to or greater than the value of the collateral to be withdrawn in accordance with 1VAC75-20-70.

C. In the event the current market value of the substituted collateral is not equal to or greaterthan the value of the collateral to be withdrawn as determined in accordance with 1VAC75-20-70, the qualified public depository shall obtain written approval of the Treasury Board to substitute the collateral. 1VAC75-20-100. Withdrawal of collateral.

A qualified public depository shall not be permitted to withdraw collateral previously pledged without the prior written approval of the Treasury Board. The Treasury Board may grant such approval only if the qualified public depository certifies in writing that such withdrawal will not reduce the current market value of its pledged collateral below its required collateral as defined by these regulations, and this certification is substantiated by a statement reporting the qualified public depository's current public deposits which indicates that after withdrawal such deposits will continue to be secured to the full extent required by the law and regulations. Current public deposits for this purpose are the amount of public deposits held at the time of withdrawal of collateral. The escrow agent shall not permit the qualified public depository to withdraw collateral without the prior written approval of the Treasury Board. 1VAC75-20-110. Reports by qualified public depositories.

A. Within 10 calendar days after the end of the month, each qualified public depository shallsubmit to the Treasury Board an electronic report of such data required by the Treasury Board, certified as to its accuracy by an authorized official of the qualified public depository. The report shall include the total amount of public deposits held by it at the close of business on the last day in the immediately preceding month; the average daily balance for such month of all public deposits held by it during the immediately preceding month; the average daily balance of all bank deposits for the immediately preceding month; the total required collateral; the total par value and the total current market value of collateral at the close of business on the last day in the immediately preceding month; and the average daily collateral balance. Included with this report shall be a detailed schedule of pledged collateral to include, but not limited to, the security description, coupon rate, CUSIP (Committee on Uniform Securities Identification Procedures) number, maturity date, debt rating by Moody's Investors Service, Inc., Fitch Ratings, Inc. or Standard & Poor's Financial Services LLC, par value amount, book or principal value amount and current market value amount, determined pursuant to 1VAC75-20-70.

B. Qualified public depositories selecting the dedicated method to collateralize their publicdeposit balances shall also submit reports similar to those outlined in A. each week for the immediately preceding week.

C. At the request of a public depositor for which a qualified public depository holds deposits,within 10 calendar days after the end of a month, the qualified public depository shall submit a statement indicating the total public deposits in each account to the credit of such depositor on the last banking day in the immediately preceding month and the total amount of all public deposits held by it upon such date.

D. Within the first 10 calendar days of each quarter, qualified public depositories shall submitto the Treasury Board an electronic report by public deposit account to include the account number, type of account (demand or savings), full name of account, name of public entity, custodian name and title, federal tax identification number, amount on deposit in the account, amount on deposit secured by federal deposit insurance, and amount of deposit secured by pledged collateral. Qualified public depositories shall also within the first 10 calendar days of each quarter provide to each public depositor for whom it holds public deposits, a schedule detailing the public deposit accounts reported to the Treasury Board for that depositor, indicating the


account name and number, type of account, amount on deposit secured by federal deposit insurance, and total account amount to be secured by its pledged collateral.

E. By the 10th calendar day of July, qualified public depositories shall submit an annual certification from an independent certified public accountant or their internal audit department, attesting to the accuracy of the public deposit balances reported to the Treasury Board during their previous fiscal year in accordance with the instructions issued by the Treasury Board. 1VAC75-20-120. Reports by State Treasurer.

The State Treasurer shall make available to public depositors and their auditors reports of compliance irregularities of public depositories including, but not limited to, undercollateralization and repeated late filings of required compliance reports. The Treasury Board shall be notified of compliance irregularities during its regularly scheduled meetings. 1VAC75-20-130. Eligibility criteria and compliance requirements for qualified public depositories.

Pursuant to the power granted under § 2.2-4405 of the Code of Virginia, the Treasury Board may establish criteria to become a qualified public depository and compliance requirements for continued eligibility.

1. To become a qualified public depository, the minimum qualifications are that a bank: a. Meet the requirements of a qualified public depository as defined in § 2.2-4401 of the Code of Virginia. b. Have an Average or above rating from the Treasury Board's designated rating service for the most recent eight calendar quarters. c. Cannot be under a formal federal or state bank regulatory enforcement action that would impair its ability to serve as a qualified public depository, to be determined on a case by case basis. Banks will be required to disclose to the Treasury Board any such formal enforcement actions currently in force.

2. For continued eligibility, compliance requirements are: a. Sufficient collateralization – Pooled method. If a qualified public depository using the pooled method of collateralization is undercollateralized three months in a rolling 12-month period, the Treasury Board may take action, including but not limited to the following, as it deems appropriate: (1) Increase the depository's collateral requirement. (2) Prohibit the depository from opening any new public deposit accounts. (3) Restrict the types of securities the depository may pledge as collateral. b. Sufficient collateralization – Dedicated method. If a qualified public depository using the dedicated method of collateralization is undercollateralized for weekly reporting, it may be penalized accordingly. c. Timely monitoring and collateralization of public deposit balances. Failing to monitor public deposit balances daily and pledge additional collateral when necessary may result in the Treasury Board taking action, including but not limited to the actions outlined in subdivisions 2.a. (1) - (3) of this section. d. Timely reporting. If a qualified public depository reports late or otherwise fails to report when required, the Treasury Board may take action as it deems necessary. e. Rating from Treasury Board's designated rating service. (1) Pooled method: If the depository's rating should fall below Average, the collateral requirement will increase to at least 100% of public deposits, net of FDIC coverage, until the rating is again Average or above for two consecutive quarters. If the


depository's rating should fall into the rating service's lowest rating tier, the Treasury Board may restrict the types of securities the depository may pledge as eligible collateral, or require securities be valued at less than 100%, or both. (2) Dedicated method: If the depository's rating should fall from one category to another, the collateral requirement will be increased accordingly.

1VAC75-20-140. Eligibility criteria and compliance requirements for escrow agents. All escrow agent requirements shall be outlined under a "Master Custodial Agreement" to be

signed by an authorized officer for the escrow agent and the State Treasurer, acting on behalf of the Treasury Board. A depository may have no more than one escrow agreement for Virginia public deposits in effect at any given time period. The escrow agent is responsible for providing a written notification and executing new agreements upon its name change. An escrow agent selected by a qualified public depository for the purpose of holding collateral pledged to the Treasury Board under the Act must meet the following requirements:

1. To become an escrow agent, the minimum requirements are that an entity: a. Be a bank or trust company organized under federal law, Virginia law, or under the laws of another state. b. Be located in Virginia, meaning it has a main office or branch office in the Commonwealth where deposits are accepted, checks are paid, and money is lent, or where similar services required by an escrow agent under the SPDA Master Custodial Agreement are offered. Existing escrow agents not located in Virginia are grandfathered in. c. Have an Average or above rating from the Treasury Board's designated rating service for the most recent eight calendar quarters. d. Cannot be under a formal federal or state bank regulatory enforcement action that would impair its ability to serve as an escrow agent, to be determined on a case by case basis. Banks will be required to disclose to the Treasury Board any such formal enforcement actions currently in force. e. Be an independent entity in the performance of its duties on behalf of the Treasury Board. The escrow agent may not be the depository itself, its holding company, or any affiliate of the depository.

2. For continued eligibility, compliance requirements are: a. The escrow agent shall hold in a separate account for the Treasury Board eligible collateral pledged under the provisions of the Act and, if acting as escrow for more than one public depository, a separate account must be opened for each depository. The escrow shall hold the eligible collateral in a section of the institution which is separate from daily activities performed by that institution such as its trust department and be held accountable for the regulatory requirements of such department. b. The escrow agent must be able to ascertain whether pledged collateral is eligible collateral in accordance with 1VAC75- 20-60.The escrow agent shall distribute all interest, dividends, or other income for the pledged securities to the depository and such income shall be payable thereto provided the escrow agent has not received written notice from the Treasury Board that the depository is in a condition of "default or insolvency" as defined in the Act, in which event the escrow agent shall hold such income subject to the order of the Treasury Board. c. The escrow agent shall price securities held as collateral at a current market value no older than one business day from the date of a substitution of collateral, as of the close of business on the last day of the month for monthly reporting purposes, and as


of the close of business Friday for weekly reporting purposes for depositories using the dedicated method. d. The escrow agent shall adhere to the reporting requirements as detailed in the "Master Custodial Agreement" and the "Public Deposit Security Agreement." e. The escrow agent shall allow substitutions in accordance with 1VAC75- 20-90. f. The escrow agent shall ensure that withdrawals of collateral will be in accordance with 1VAC75- 20-100.

The State Treasurer, acting on behalf of the Treasury Board, will determine that an escrow agent is eligible based upon the criteria established under this section prior to executing the "Master Custodial Agreement" and the "Public Deposit Security Agreement." The State Treasurer may request information from an escrow agent to substantiate its ability to meet the aforementioned criteria.

In the event an escrow agent violates the requirements of the "Master Custodial Agreement" or the "Public Deposit Security Agreement," the State Treasurer shall notify the escrow agent and applicable public depositories of the violation and require the escrow agent to comply with all terms of the agreements. The escrow agent must provide the State Treasurer and public depositories a written statement, within 30 days of the notification, outlining how and when the violations will be remedied. This statement must be acceptable to the State Treasurer, who will monitor adherence to it. If the escrow agent fails to provide a statement or adhere to its remediation plan or continues to violate the agreements, the Treasury Board may take disciplinary action, up to and including termination of the "Master Custodial Agreement". Qualified public depositories shall select a new escrow agent after such a disqualification in accordance with Treasury Board instructions.

After "disqualification," an escrow agent may request approval from the Treasury Board to be reinstated as an eligible escrow agent if correction of prior deficiencies is demonstrated. 1VAC75-20-150. Suspension of authority to receive public deposits.

For failure to comply with the Virginia Security for Public Deposits Act or this chapter, the Treasury Board may rescind the authority of a qualified public depository to open new public deposit accounts or accept new deposits into existing public deposit accounts in accordance with 1VAC75- 20-130. A depository that continues to hold public deposits after its authority to do so has been rescinded remains fully subject to the provisions of the Act. This includes, without limitation, continuing to meet collateralization and reporting requirements and acting as a qualified public depository for purposes of §§ 2.2-4403 and 2.2-4404 of the Code of Virginia. 1VAC75-20-160. Exception reportings by public depositors.

Upon receipt of the quarterly public depositor report, as outlined in 1VAC75-20-110, public depositors shall notify the State Treasurer of any unresolved discrepancy between the information provided and the public depositors' records. Additionally, public depositors shall verify and confirm to Treasury their account balances as reported by the "Public Fund Accounts" search feature on the Department of the Treasury's website after the end of each quarter to ensure their public funds accounts are being properly reported to the Treasury Board by their qualified public depositories.

FORMS (1VAC75-20)

Master Custodial Agreement (effective April 20, 2011) Public Deposit Security Agreement (effective April 20, 2011)


https://ris.dls.virginia.gov/uploads/1VAC75/forms/Master%20Custodial%20Agreement-20220120104304.pdf

https://ris.dls.virginia.gov/uploads/1VAC75/forms/Public%20Deposit%20Security%20Agreement-20220120104342.pdf

1VAC75-20-10. General.

A. The definitions provided by § 2.1-360 § 2.2-4401 of the Code of Virginia shall be used throughout

this chapter unless the context requires otherwise.

B. The Treasury Board has designated the State Treasurer to be the chief administrative officer with

respect to the provisions of the Virginia Security for Public Deposits Act (the "Act") (§ 2.1-359 § 2.2-

4400 et seq. of the Code of Virginia) and the State Treasurer reserves the right to designate a

representative to act on his behalf.

C. The primary responsibility for compliance with the Act rests upon the financial institutions that

accept and hold public deposits. If the deposit is a "public deposit," the deposit must be secured

pursuant to the Act. If a depositor or a depository is unable to ascertain whether a particular deposit

is a "public deposit" for purposes of the Act, he they should obtain the essential details information

about the purpose of the account, the custodian of the account, and under what authority the

account was established and communicate with the State Treasurer's office by the use of a notice of

election form. A final determination will be made by the State Treasurer's office with the assistance

of the Office of the Attorney General, if needed.

1VAC75-20-20. Effective date. (Repealed.)

This chapter, as amended, shall be effective on and after November 18, 1993.

1VAC75-20-30. Required collateral for banks Collateral requirements for qualified public

depositories.

The required collateral of a national or state chartered bank to secure public deposits shall be

determined according to the following applicable criteria and shall consist of securities qualifying as

eligible collateral pursuant to these regulations which have a value for collateralization purposes not

less than:

1. Fifty percent. Fifty percent of the actual public deposits held at the close of business on the last

banking day of the immediately preceding month, or 50% of the average balance of public deposits

for the immediately preceding month, whichever is greater;


2. Seventy-five percent. A. The Treasury Board shall establish the required collateral that qualified

public depositories must pledge to secure public deposit balances in excess of insurance coverage

provided by the Federal Deposit Insurance Corporation based on resolutions and guidelines

approved by the Treasury Board. These collateral requirements shall be made available for public

access. Public depositors and qualified public depositories will be notified of changes to the

requirements in advance of their effective dates.

B. In the event a bank's depository's average daily public deposits for the immediately preceding

month exceed one-fifth of its average daily total deposits for that month, the required collateral will

be 75% of the actual public deposits held at the close of business on the last banking day of the

immediately preceding month, or 75% of the average balance of public deposits for the immediately

preceding month, whichever is greater; 3. One hundred percent. in accordance with the Treasury

Board's established collateral requirements with the added stipulation that no public deposit be

collateralized at less than 75% of the actual public deposits held at the close of business on the last

day of the immediately preceding month, or no public deposit be collateralized at less than 75% of

the average balance of public deposits for the immediately preceding month, whichever is greater.

C. In the event a bank's depository's average daily public deposits for the immediately preceding

month exceed one-fifth of its average daily total deposits and the bank depository has not been

actively engaged in the commercial banking business for at least three years, or in the event that

a bank's depository's average daily public deposits for the immediately preceding month exceed

one-third of its average daily total deposits, or in the event that a bank depository has not been

actively engaged in the commercial banking business for at least one year, the required collateral

will be no less than 100% of the actual public deposits held at the close of business on the

last banking day of the immediately preceding month, or no less than 100% of the average balance

of public deposits for the immediately preceding month, whichever is greater.

D. In the event a bank depository has violated the pledging statutes and regulations Security for

Public Deposits Act, this chapter, or for other reasons deemed sufficient prudent by the Treasury

Board, such as the deteriorating financial condition of the bank depository or the reasons referred to

in 1VAC75-20-130 the failure to meet compliance requirements established by the Treasury Board

pursuant to 1VAC75-20-130, the Treasury Board may increase the bank's ratio of required collateral

to 100% of its actual public deposits depository's collateral requirement.


1VAC75-20-40. Required collateral for savings institutions. (Repealed.)

The required collateral of a savings institution to secure public deposits shall consist of securities

qualifying as eligible collateral pursuant to these regulations which have a value, for collateralization

purposes, not less than a sum equal to 100% of the average daily balance of public deposits held by

such savings institution for the immediately preceding month, but shall not be less than 100% of the

public deposits held by such savings institution at the close of business on the last banking day of

the immediately preceding month.

In the event that a savings institution has violated the pledging statutes and regulations, or for other

reasons deemed sufficient, such as the financial condition of the savings institution or the reasons

referred to in 1VAC75-20-130, the Treasury Board may increase such savings institution's ratio of

required collateral above 100% of its actual public deposits.

1VAC75-20-50. Average daily balance computation.

A. The average daily balance for any month shall be derived by dividing the sum of the daily

balances of any item being computed by the number of calendar days in the month.

B. In computing the amount of public deposits and the average balance of public deposits to be

collateralized during any month, there shall be excluded the amount of each deposit which is insured

by federal deposit insurance the Federal Deposit Insurance Corporation.

1VAC75-20-60. Eligible collateral.

A. Securities eligible for collateral are limited to:

1. Obligations of the Commonwealth. Bonds, notes and other evidences of indebtedness of the

Commonwealth of Virginia, and securities unconditionally guaranteed as to the payment of principal

and interest by the Commonwealth of Virginia.

2. Obligations of the United States. Bonds, notes and other obligations of the United States, and

securities unconditionally guaranteed as to the payment of principal and interest by the United

States, or any agency thereof.


3. Obligations of Virginia counties, cities, etc. and other public bodies. Bonds, notes and other

evidences of indebtedness of any county, city, town, district, authority or other public body of the

Commonwealth of Virginia upon which there is no default provided that such bonds, notes and other

evidences of indebtedness of any county, city, town, district, authority or other public body are either

direct legal obligations of, or unconditionally guaranteed as to the payment of principal and interest

by, the county, city, town, district, authority or other public body in question and revenue bonds

issued by agencies or authorities of the State of Virginia Commonwealth or its political subdivisions

upon which there is no default and which are rated BBB Baa2 or better by Moody's Investors

Service, Inc. or BBB or better by Fitch Ratings, Inc. or Standard & Poor's Corporation Financial

Services LLC.

4. Obligations of the International Bank for Reconstruction and Development, African Development

Bank, and Asian Development Bank. Bonds and other obligations issued, guaranteed, or assumed

by the International Bank for Reconstruction and Development by the African Development Bank, or

by the Asian Development Bank.

5. Obligations partially insured or guaranteed by any U.S. Government Agency.

6. Obligations (including revenue bonds) of states, other than Virginia, and their municipalities or

political subdivisions rated A A2 or better by Moody's Investors Service, Inc. or A or better by Fitch

Ratings, Inc. or Standard & Poor's Corporation Financial Services LLC.

7. Corporate Notes rated AA by both Moody's Investors Services, Inc. and Standard & Poor's

Corporation with a maximum maturity of 10 years.

8. Any additional securities approved by the Treasury Board pursuant to § 2.1-364(d) of the Code of

Virginia for which written notification to qualified public depositories from the State Treasurer will be

provided.

7. Any additional securities approved by the Treasury Board pursuant to § 2.2-4405.4 of the Code of

Virginia.

B. Federal Home Loan Bank letters of credit issued in accordance with the Security for Public

Deposits Act are eligible as collateral.


C. No security which is in default as to principal or interest shall be acceptable as collateral.

C. D. No qualified public depository shall utilize securities issued by itself, its holding company, or

any affiliate for purposes of collateralizing its public deposits.

D. E. Securities excluded by action of the Treasury Board pursuant to § 2.1-364(d) § 2.2-4405.4 of

the Code of Virginia shall not be acceptable. Written notification of securities excluded will be

provided to qualified public depositories by the State Treasurer.

1VAC75-20-70. Valuation of collateral.

A. Each qualified public depository shall value its securities for reporting purposes at current market

value as of the close of business on the last banking day of the immediately preceding

month. Weekly, qualified public depositories that have elected the dedicated method of

collateralization must additionally report current market values as of the close of business on Friday

of the immediately preceding week. At all times the current market value of collateral must be equal

to or greater than a depository's required collateral as defined in 1VAC75-20-30, 1VAC75-20-40 and

1VAC75-20-80 of this chapter. Current market value is defined as the market value of a security

priced on a same day basis or no older than one business day. Business day is defined as the close

of a commercial business at 5 p.m. The State Treasurer, upon written notice to any or all qualified

public depositories and eligible escrow agents, may require as deemed necessary for reporting

purposes any day other than a Saturday, Sunday, a legal holiday, or a day in which banking

institutions are authorized or required by law or other governmental action to be closed.

B. The Treasury Board may require that certain securities that are difficult-to-value or subject to

rapid declines in value or otherwise represent a risk of decrease in value be valued at a rate less

than 100% of their market value. Accordingly, this shall apply to all of the following security types:

mortgage-backed securities (MBS) and collateralized mortgage obligations (CMO) issued by United

States agencies or government-sponsored enterprises (GSE) shall be valued at 80% of their market

value; obligations (bonds, notes and other evidences of indebtedness) of the Commonwealth of

Virginia and any Virginia county, city, town, authority, or other public body shall be valued at 90% of

their market value; and obligations (bonds, notes and other evidences of indebtedness) of other

states and their municipalities and political subdivisions shall be valued at 80% of their market value.

Qualified public depositories shall have six months from the date these regulations are effective to

adjust their pledged collateral, if necessary.


1VAC75-20-80. Deposit of collateral.

A. No qualified public depository shall accept or retain any public deposit which is required to be

secured unless it has previously executed a "Public Deposit Security Agreement," approved by the

depository's Board of Directors or Loan Committee, with such approval reflected in the minutes of

said board or committee. The depository shall maintain the security agreement as an official record

continuously from the time of its execution. The depository must also have deposited eligible

collateral, as defined in these regulations, equal to its required collateral, determined as herein

provided, with an eligible escrow agent approved by the State Treasurer. Each depository is

responsible for providing a written notification and executing new agreements upon its name

change.

B. Whether or not a qualified public depository has eligible collateral deposited as heretofore

provided at the time it receives a public deposit, if such deposit would result in an increase in the

qualified public depository's required collateral computed as of the day on which the deposit is

received, such qualified public depository shall immediately deposit sufficient securities to increase

its collateral to an amount equal to that determined pursuant to 1VAC75-20-30 or 1VAC75-20-40,

whichever is applicable, utilizing the qualified public depository's actual public deposits held at the

close of business on the banking day such deposit is received in lieu of those held at the close of

business on the last banking day in the immediately preceding month. Banking day is defined as the

financial institution's close of business at 2 p.m. Written notice of deposit of collateral shall be

submitted to the State Treasurer Treasury Board.

At the time of the deposit of registered securities, the qualified public depository owning the

securities shall attach appropriate bond power forms as required to allow the State Treasurer to

transfer ownership of such registered securities for the purpose of satisfying the qualified public

depository's liabilities under the Act in the event the collateral needs to be liquidated.

1VAC75-20-90. Substitution of eligible collateral.

A. A substitution of eligible collateral may be made by the qualified public depository at any time

provided that the current market value of the collateral substituted is equal to or greater than the

current market value of the collateral withdrawn.


B. At the time of making a collateral substitution, the qualified public depository shall prepare a

request for the substitution upon a form approved by the State Treasurer Treasury Board and deliver

the original provide it to the escrow agent and a copy to the State Treasurer Treasury Board. The

escrow agent shall not allow a collateral substitution unless the current market value of the collateral

to be substituted is equal to or greater than the current market value of the collateral to be

withdrawn. Current market value for the escrow agent in regards to a substitution is the market value

of a security priced on a same day basis or no older than one business day prior to the date of the

substitution. The escrow agent shall calculate adjustments to the current market value of collateral

that the State Treasurer Treasury Board has identified as difficult-to-value or subject to rapid

declines in value or otherwise represents a risk of decrease in value at the time of substitution to

determine if the market value is equal to or greater than the value of the collateral to be withdrawn in

accordance with 1VAC75-20-70.

C. In the event the current market value of the substituted collateral is not equal to or greater than

the value of the collateral to be withdrawn as determined in accordance with 1VAC75-20-70, the

qualified public depository shall obtain written approval of the State Treasurer Treasury Board to

substitute the collateral.

1VAC75-20-100. Withdrawal of collateral.

A qualified public depository shall not be permitted to withdraw collateral previously pledged without

the prior written approval of the State Treasurer Treasury Board. The State Treasurer Treasury

Board may grant such approval only if the qualified public depository certifies in writing that such

withdrawal will not reduce the current market value of its pledged collateral below its required

collateral as defined by these regulations this chapter, and this certification is substantiated by a

statement reporting the qualified public depository's current public deposits, which indicates that

after withdrawal such deposits will continue to be secured to the full extent required by the law and

regulations. Current public deposits are defined as for this purpose are the amount of public deposits

held at the time of withdrawal of collateral. If a qualified public depository cannot determine the

amount of current public deposits when collateral is to be withdrawn, the depository shall request an

exception to this provision from the State Treasurer stating why the depository cannot comply and

how it intends to determine the current public deposit balance under this provision. The request for

exception must be in writing and formally approved by the State Treasurer. The escrow agent shall


not permit the qualified public depository to withdraw collateral without the prior written approval of

the State Treasurer Treasury Board.

1VAC75-20-110. Reports by qualified public depositories.

A. Within 10 business calendar days after the end of every the month, each qualified public

depository shall submit to the State Treasurer a written report, under oath, signed by an authorized

officer of the financial institution indicating Treasury Board an electronic report of such data required

by the Treasury Board, certified as to its accuracy by an authorized official of the qualified public

depository. The report shall include the total amount of public deposits held by it at the close of

business on the last banking day in the immediately preceding month; the average daily balance for

such month of all public deposits held by it during the immediately preceding month; the

average daily balance of all bank deposits for the immediately preceding month; the total required

collateral; the total par value and the total current market value of collateral for at the close of

business on the last day in the immediately preceding month; and the average daily collateral

balance. Included with this report shall be a detailed schedule of pledged collateral to include, but

not limited to, the security description, coupon rate, CUSIP (Committee on Uniform Securities

Identification Procedures) number, maturity date, debt rating by Moody's Investors Services, Inc.,

Fitch Ratings, Inc. or Standard & Poor's Corporation Financial Services LLC, par value amount, book

or principal value amount, and current market value amount, determined pursuant to 1VAC75-20-70.

B. Qualified public depositories selecting the dedicated method to collateralize their public deposit

balances shall also submit reports similar to those outlined in subsection A of this section each week

for the immediately preceding week.

C. At the request of any a public depositor for which it a qualified public depository holds deposits,

within 10 business calendar days after the end of any a month, the qualified public depository shall

submit a statement indicating the total public deposits in each account to the credit of such depositor

on the last banking day in the immediately preceding month and the total amount of all public

deposits held by it upon such date.

D. Within the first 10 business calendar days of each calendar quarter, every qualified

public depository depositories shall submit to the State Treasurer a Treasury Board an

electronic report indicating the account number, type of account, amount of federal deposit

insurance applied, total amount on deposit and total amount on deposit to be secured by its pledged


collateral or a combined listing containing the same information as an attachment to the "Public

Depository Monthly Report" as of the close of business on the last banking day of the calendar

quarter being reported. At the same time every qualified public depository shall submit to each public

depositor for whom it holds public deposits, a report indicating the account number, type of account,

and total account amount to be secured by its pledged collateral by public deposit account to include

the account number, type of account (demand or savings), full name of account, name of public

entity, custodian name and title, federal tax identification number, amount on deposit in the account,

amount on deposit secured by federal deposit insurance, and amount of deposit secured by pledged

collateral. Qualified public depositories shall also within the first 10 calendar days of each quarter

provide to each public depositor for whom it holds public deposits, a schedule detailing the public

deposit accounts reported to the Treasury Board for that depositor, indicating the account name and

number, type of account, amount on deposit secured by federal deposit insurance, and total account

amount to be secured by its pledged collateral.

With the submission of the "Public Depository Monthly Report" to the State Treasurer for the month

ending on June 30, E. By the 10th calendar day of July, qualified public depositories

shall attach submit an annual certification from an independent certified public accountant or their

internal audit department, attesting to the accuracy of the public deposit balances reported to

the State Treasurer Treasury Board during their previous fiscal year in accordance with the

instructions issued by the Treasury Board.

1VAC75-20-120. Reports by State Treasurer.

The State Treasurer shall report to the auditors of any public depositor, upon their written request,

the status of any qualified public depository's collateral account and its compliance with the reporting

requirements of the Act. The State Treasurer shall notify any public depositor that maintains

accounts with any bank or savings institution of any irregularities, including, but not limited to, the

late filing of the required monthly reports or deficiencies in the qualified public depository's eligible

collateral at any time. make available to public depositors and their auditors reports of compliance

irregularities of public depositories including undercollateralization and repeated late filings of

required compliance reports. The Treasury Board shall be notified of the sending of any reports of

irregularities required herein no later than at its next compliance irregularities during the

board's regularly scheduled meeting meetings.


1VAC75-20-130. Compliance requirements Eligibility criteria and compliance requirements for

qualified public depositories.

Pursuant to the power granted under § 2.1-364 § 2.2-4405 of the Code of Virginia, the Treasury

Board may establish criteria for determining the continued eligibility of public depositories to accept

public deposits. By formal request, any depository may receive a copy of the approved policy

enacted by the Treasury Board. The State Treasurer shall notify public depositors of any policy

irregularity regarding their depository to become a qualified public depository and compliance

requirements for continued eligibility.

1. To become a qualified public depository, the minimum qualifications are that a bank:

a. Meet the requirements of a qualified public depository as defined in § 2.2-4401 of the Code of

Virginia.

b. Have an average or above rating from the Treasury Board's designated rating service for the most

recent eight calendar quarters.

c. Cannot be under a formal federal or state bank regulatory enforcement action that would impair its

ability to serve as a qualified public depository, to be determined on a case by case basis. Banks will

be required to disclose to the Treasury Board any such formal enforcement actions currently in

force.

2. For continued eligibility, compliance requirements are:

a. Sufficient collateralization, pooled method. If a qualified public depository using the pooled method

of collateralization is undercollateralized three months in a rolling 12-month period, the Treasury

Board may take action, including the following, as it deems appropriate:

(1) Increase the depository's collateral requirement.

(2) Prohibit the depository from opening any new public deposit accounts.

(3) Restrict the types of securities the depository may pledge as collateral.


b. Sufficient collateralization, dedicated method. If a qualified public depository using the dedicated

method of collateralization is undercollateralized for weekly reporting, it may be penalized

accordingly.

c. Timely monitoring and collateralization of public deposit balances. Failing to monitor public deposit

balances daily and pledge additional collateral when necessary may result in the Treasury Board

taking action, including the actions outlined in subdivisions 2 a (1), 2 a (2), and 2 a (3) of this section.

d. Timely reporting. If a qualified public depository reports late or otherwise fails to report when

required, the Treasury Board may take action as it deems necessary.

e. Rating from Treasury Board's designated rating service.

(1) Pooled method: If the depository's rating should fall below average, the collateral requirement will

increase to at least 100% of public deposits, net of FDIC coverage, until the rating is again average

or above for two consecutive quarters. If the depository's rating should fall into the rating service's

lowest rating tier, the Treasury Board may restrict the types of securities the depository may pledge

as eligible collateral, or require securities be valued at less than 100%, or both.

(2) Dedicated method: If the depository's rating should fall from one category to another, the

collateral requirement will be increased accordingly.

1VAC75-20-140. Criteria for the selection of Eligibility criteria and compliance requirements

for escrow agents.

Pursuant to the powers granted to the Treasury Board by § 2.1-362 of the Code of Virginia, the State

Treasurer has determined that the selection of an escrow agent or agents is consistent with

administration of the Act and the State Treasurer shall define all escrow agent criteria under an

agreement labeled "Public Deposit Security Agreement" to be signed and sealed by an authorized

officer for the escrow agent, depository and State Treasurer. All escrow agent requirements shall be

outlined under a "Master Custodial Agreement" to be signed by an authorized officer for the escrow

agent and the State Treasurer, acting on behalf of the Treasury Board. A depository may have no

more than one escrow agreement for Virginia public deposits in effect at any given time period. Each

depository and The escrow agent is responsible for providing a written notification and executing

new agreements upon their its name change. Every qualified public depository shall comply with this


section within 60 days of the effective date of this chapter. An escrow agent selected by a qualified

public depository for the purpose of holding collateral pledged to the Treasury Board under the

Virginia Security for Public Deposits Act (the Act) must meet the following requirements:

1. The escrow agent must sign a "Public Deposit Security Agreement," which shall also be signed by

the depository and the State Treasurer, acting on behalf of the Treasury Board.

2. The escrow agent shall hold in a separate account for the Treasury Board eligible collateral

pledged under the provisions of the Act and, if acting as escrow for more than one public depository,

the collateral must be accounted for in a manner that will allow separate reporting by account and

public depository. The escrow shall hold the eligible collateral in a section of the institution which is

separate from daily activities performed by that institution such as its trust department and be held

accountable for the regulatory requirements of such department.

3. The escrow agent shall be an independent entity in the performance of its duties on behalf of the

Treasury Board. The escrow agent may not be the depository itself, its holding company, or any

affiliate of the depository.

4. The escrow agent must be able to ascertain whether pledged collateral is eligible in accordance

with 1VAC75-20-60. The escrow agent shall distribute all interest, dividends, or other income for the

pledged securities to the depository and shall be payable thereto provided the escrow agent has not

received written notice from the Treasury Board that the depository is in a condition of "default or

insolvency" as defined in the Act, in which event the escrow agent shall hold such income subject to

the order of the Treasury Board.

5. The escrow agent shall allow the Treasury Board to examine pledged securities held as collateral

at any time, upon 24-hour notice, during the regular business hours of the escrow agent without cost

to the Treasury Board. Upon notification from the Treasury Board of the "default or insolvency" of a

depository, the escrow agent shall deliver the pledged securities to the Treasury Board for

disposition as provided in the Act, and take a receipt thereof, which shall relieve the escrow agent

from any further liability to the depository.

6. The escrow agent shall price securities held as collateral at a current market value no older than

one business day from the date of a substitution of collateral and from the close of business on the

last banking day of the month for monthly reporting purposes.


7. The escrow agent shall adhere to the reporting requirements as detailed in the "Public Deposit

Security Agreement."

8. The escrow agent shall allow substitutions in accordance with 1VAC75-20-90.

9. The escrow agent shall ensure that withdrawals of collateral will be in accordance with 1VAC75-

20-100.

1. To become an escrow agent, the minimum requirements are that an entity:

a. Be a bank or trust company organized under federal law, Virginia law, or under the laws of

another state.

b. Be located in Virginia, meaning it has a main office or branch office in the Commonwealth where

deposits are accepted, checks are paid, and money is lent, or where similar services required by an

escrow agent under the SPDA Master Custodial Agreement are offered. Existing escrow agents not

located in Virginia are grandfathered in.

c. Have an Average or above rating from the Treasury Board's designated rating service for the most

recent eight calendar quarters.

d. Cannot be under a formal federal or state bank regulatory enforcement action that would impair its

ability to serve as an escrow agent, to be determined on a case by case basis. Banks will be

required to disclose to the Treasury Board any such formal enforcement actions currently in force.

e. Be an independent entity in the performance of its duties on behalf of the Treasury Board. The

escrow agent may not be the depository itself, its holding company, or any affiliate of the depository.

2. For continued eligibility, compliance requirements are:

a. The escrow agent shall hold in a separate account for the Treasury Board eligible collateral

pledged under the provisions of the Act and, if acting as escrow for more than one public depository,

a separate account must be opened for each depository. The escrow shall hold the eligible collateral

in a section of the institution which is separate from daily activities performed by that institution such

as its trust department and be held accountable for the regulatory requirements of such department.


b. The escrow agent must be able to ascertain whether pledged collateral is eligible collateral in

accordance with 1VAC75- 20-60.The escrow agent shall distribute all interest, dividends, or other

income for the pledged securities to the depository and such income shall be payable thereto

provided the escrow agent has not received written notice from the Treasury Board that the

depository is in a condition of "default or insolvency" as defined in the Act, in which event the escrow

agent shall hold such income subject to the order of the Treasury Board.

c. The escrow agent shall price securities held as collateral at a current market value no older than

one business day from the date of a substitution of collateral, as of the close of business on the last

day of the month for monthly reporting purposes, and as of the close of business Friday for weekly

reporting purposes for depositories using the dedicated method.

d. The escrow agent shall adhere to the reporting requirements as detailed in the "Master Custodial

Agreement" and the "Public Deposit Security Agreement."

e. The escrow agent shall allow substitutions in accordance with 1VAC75-20-90.

f. The escrow agent shall ensure that withdrawals of collateral will be in accordance with 1VAC75-

20-100.

The State Treasurer, acting on behalf of the Treasury Board, will determine that an escrow

agent can meet is eligible based upon the criteria established under this section prior to

executing the "Master Custodial Agreement" and the "Public Deposit Security Agreement." The State

Treasurer may request information from an escrow agent to substantiate its ability to meet the

aforementioned criteria.

In the event an escrow agent violates the requirements of the "Master Custodial Agreement" or the

"Public Deposit Security Agreement," the State Treasurer shall notify the escrow agent and

applicable public depositories of the violation and require the escrow agent to comply with all terms

of the agreement agreements. The escrow agent must provide the State Treasurer and public

depositories a written statement, within 30 days of the notification, outlining how and when the

violations will be remedied. This statement must be acceptable to the State Treasurer, who will

monitor adherence to it. If the escrow agent fails to provide a statement or adhere to it or violates the

agreement three times within a two-year period, the State Treasurer will classify such an escrow

agent as "disqualified" as an escrow agent under the provisions of the Act and notify all parties its


remediation plan or continues to violate the agreements, the Treasury Board may take disciplinary

action, up to and including termination of the "Master Custodial Agreement". Qualified public

depositories shall have 90 days to select a new escrow agent after such a disqualification in

accordance with Treasury Board instructions.

In the event an escrow agent is classified as "disqualified," the term of suspension shall be for one

year from the date of disqualification. After "disqualification," an escrow agent must request from the

Treasury Board approval to be reinstated as an eligible escrow agent.

After "disqualification," an escrow agent may request approval from the Treasury Board to be

reinstated as an eligible escrow agent if correction of prior deficiencies is demonstrated.

1VAC75-20-150. Suspension of authority to receive public deposits.

For failure to comply with or the regulations the Virginia Security for Public Deposits Act (the Act) or

this chapter, the Treasury Board may rescind the authority of a qualified public depository to receive

further public deposits open new public deposit accounts, or accept new deposits into existing public

deposit accounts in accordance with 1VAC75- 20-130 1VAC75-20-130. A depository that continues

to hold public deposits after its authority to do so has been rescinded remains fully subject to the

provisions of the Act. This includes, without limitation, continuing to meet collateralization and

reporting requirements and acting as a qualified public depository for purposes of §§ 2.1-363 2.2-

4403 and 2.1-363.1 2.2-4404 of the Code of Virginia.

1VAC75-20-160. Exception reports reportings by public depositors..

Upon receipt of the quarterly public depositor report, as stated outlined in 1VAC75-20-110, public

depositors shall notify the State Treasurer of any unresolved discrepancy between the information

provided and the public depositors' records. Additionally, public depositors shall verify and confirm to

Treasury their account balances as reported by the "Public Fund Accounts" search feature on the

Department of the Treasury's website after the end of each quarter to ensure their public funds

accounts are being properly reported to the Treasury Board by their qualified public depositories.

FORMS (1VAC75-20)


Public Deposit Security Agreement (and relevant exhibits), # 1001.

Notice of Election to Require Security for Public Deposit, # 1004.

Master Custodial Agreement (filed 1/2022)

Public Deposit Security Agreement (filed 1/2022)


https://ris.dls.virginia.gov/uploads/1VAC75/forms/Master%20Custodial%20Agreement-20220120104304.pdf

https://ris.dls.virginia.gov/uploads/1VAC75/forms/Public%20Deposit%20%20Security%20Agreement-20220120104342.pdf

SPDA Regulations Proposed Timeline and Revisions

Revised for Phase III

Aug 17, 2022


Objectives

• We propose to amend the SPDA Regulations through the Virginia Administrative Process Act to:

• Ensure Regulations are consistent with the Code of Virginia and current practices

• Strengthen the SPDA Program eligibility and compliance safeguards

• Strengthen procedures to ensure pledged collateral, if necessary, can be sold at a price sufficient to cover public deposit losses

• This is a 2+year process and we plan to keep the Treasury Board informed throughout

2Master File - 205 of 448

Regulatory Process & Timeframe • Phase I: Notice of Intended Regulatory Action (NOIRA)

• Treasury submits NOIRA on Virginia Regulatory Town Hall website (DPB)• Executive branch review• Public comment period after executive branch approval• Treasury drafts proposed regulation

• Phase II: Proposed regulation• Treasury submits regulatory package including draft of regulation on Town

Hall site• Executive branch review• Public comment period after executive branch approval• Treasury adopts final regulation

• Phase III: Final regulation• Treasury submits regulatory package including final regulation on Town Hall

site• Executive branch review• Final adoption period/Town Hall comment forum after executive branch

approval• Final regulation becomes effective

3

Phase I12/20 – 4/21

Phase II10/21 – 8/22

Phase III 10/22 – 4/23


Proposed Changes

• Proposed changes fall into two areas: • Policy• Housekeeping

• Clarification• Remove language• Update language for consistency• Update language to reflect current practice• Update Code Section references


Proposed Policy Change -Pledged Collateral

• Modify regulations to reflect current practice

• Modify regulations based on evaluation of collateral types to address pricing and liquidity issues

• Modify regulations to promote consistency of pledged collateral between pooled and dedicated QPDs


Proposed Policy Change -Create Eligibility Criteria & Requirements for QPDs and Escrow Agents

• Establish minimum eligibility criteria to become a qualified public depository (QPD) and an escrow agent

• Incorporate current compliance requirements for continued eligibility and provide potential consequences for non-compliance


Proposed Policy Change –Require public depositors to verify account balances quarterly via Treasury’s “Public Fund Accounts” search feature

• Currently, use of the search feature is voluntary

• To insure all public deposits are reported and reported accurately to Treasury Board


Within 14 days of being authorized, must submit NOIRA to

The Virginia Register of Regulations via the Town Hall

Ten days before publication in the Register:

Automatic email is notification is also sent to registered Town Hall users.

NOIRA is published in the Register. Thirty day public comment period

begins & Town Hall comment forum opens.

Standard regulatory process: Guide for state agenciesStage 1 Stage 2 Stage 3

Notice of Intended Regulatory Action (NOIRA)

Submit NOIRA (Form TH-1) and sync RIS project (if available) for

review on Town Hall.

Executive branch review DPB - 14 day deadline; Cabinet Secretary – sometimes must

review; if so, 14 day deadline;Governor – no deadline

Comment period/forum closes.Consider public comment, draft proposed regulation,

& submit it within 180 days for executive branch review.

Proposed regulation Final regulation

Submit regulatory package (Form TH-2 and sync RIS project)

for review on Town Hall.

Executive branch review(In order of review):

-OAG – no deadline;-DPB (including economic impact analysis (EIA) - 45 day deadline; -Cabinet Secretary - 14 day deadline;-Governor – no deadline

Within 14 days of Governor’s approval, submit proposed stage to the

Register via the Town Hall(and paper copies to the Registrar)


Automatic email notification is also sent to registered Town Hall users

Proposed stage is published in the Register.

Sixty day public comment period begins and Town Hall

public comment forum opens.

Comment period/forum closes.Consider public comment.

Adopt final regulation no sooner than 15 days after comment period closes &

submit for executive branch review no later than 180 days after close of comment period.

Submit regulatory package (Form TH-3 and sync RIS project)

for review on Town Hall.

Executive branch review(in order of review):

--OAG review only necessary if significant changes made since proposed stage – no deadline; -DPB – 21 day deadline;-Cabinet Secretary – 14 day deadline;-Governor – no deadline

Within 14 days of Governor’s approval,

submit final regulation to the Register via the Town Hall

(and paper copies to Registrar).


Automatic email notification is also sent to registered town Hall users.

Final stage is published in Register.Thirty day final adoption period

begins and Town Hall public comment forum opens.

Final adoption period and public comment closes.

Final regulation becomes effective.

OR it is suspended,OR, if changes with substantial impact have been made between the proposed and final stages and 25+ and/or Governor petition the agency, an additional public comment period must be held

Produced by the Virginia Department of Planning and Budget’s Planning, Evaluation, and Regulation Division, 11/2018See townhall.virginia.gov for more information about rulemaking in Virginia. Master File - 211 of 448

SPDA Regulations – Four Proposed Policy Changes

Changes to Eligible Collateral. Proposed changes:

• Eliminate corporate bonds/notes as eligible collateral for Pooled qualified public depositories (QPDs) to be consistent with eligible collateral for Dedicated (Opt-out) QPDs

• Introduce a 10% haircut on Virginia municipal securities and a 20% haircut on Other States’ municipal securities for Pooled QPDs to be consistent with municipal security haircuts in place for Opt-out QPDs and to address concerns with pricing and liquidity of municipal securities in the event they need to be liquidated due to a QPD failure

Establish Eligibility Criteria to become a QPD and Escrow. Proposed changes:

• Define eligibility criteria for becoming a QPD or Escrow to help ensure that only financially sound banks are allowed to hold Virginia public deposits and hold collateral pledged against them

• Add requirement that Escrows be located in Virginia, meaning they have a main or branch office in the Commonwealth where deposits are accepted, checks are paid, and money is lent, or where similar services required by an escrow agent under the SPDA are offered (current Escrows are exempt from this requirement)

Compliance Requirements for QPDs and Escrows. Proposed changes:

• Outline steps to be taken if a QPD fails to meet collateralization and reporting requirements in the SPDA, Regulations and Guidelines

• Formalize current practices in place for many years but not formally documented in the Regulations

Use of Treasury’s web-based Public Funds Search feature. Proposed changes:

• Require public funds depositors to check their account balances on the Public Funds Search feature quarterly

• Assures all public funds are being reported, and with correct balances, to Treasury Board • Assures public funds are properly collateralized in accordance with the SPDA


4/19/22, 8:48 AM Virginia Regulatory Town Hall View Comments

https://townhall.virginia.gov/L/viewcomments.cfm?commentid=121540 1/2

Department of the TreasuryTreasury Board

4/14/22 10:06 am

Virginia Security for Public Deposits Act Regulations [1 VAC 75 ‑ 20]

Agencies | Governor

Action Amend Virginia Security for Public Deposits Act Regulations AfterPeriodic Review

Stage ProposedComment Period Ends 4/15/2022

Previous Comment Back to List of Comments

Commenter: Bruce Whitehurst, Virginia Bankers Association

VBA Comment to the Proposed Amendments to Virginia Security for Public Deposits Act Dear Treasurer Ganeriwala:

The Virginia Bankers Association (“VBA”) represents banks of all sizes and charters and has served asthe organized voice for Virginia’s $615 billion banking industry and its 42 thousand employees since 1893. Weappreciate the opportunity to comment on the Treasury Board’s Proposed changes to the Virginia Security forPublic Deposits Act, 1VAC75-20-10, et seq. (“SPDA Rules”).

The VBA commends the Treasury Board for its efforts updating the SPDA Rules and appreciates the

consideration given during that process to banks that participate as public depositories. While the majority ofproposed alterations to the Rules raise no objections, there are two areas that we hope the Board will reconsider.

First, we believe that the new proposed haircuts in 1VAC75-20-70 B to certain securities pledged by

banks that secure deposits by the pooled method are too great and respectfully request that they be reduced oreliminated. The nature of the pooled method, whereby multiple institutions collectively cover potential losses ofother institutions in the pool, sufficiently reduces liquidity and pricing risks associated with collateral pledged byan individual institution. Further, municipal deposits are currently extremely inflated due to the influx of federalstimulus funds and banks are experiencing increased demand for collateralization of those funds. The proposedhaircuts will exacerbate this challenge. Finally, as the Board noted in its public notice of its recommendedchanges to the SPDA Rules, the haircuts will disproportionately negatively affect small banks, who will have topledge additional collateral or a different type of collateral with lesser or no haircuts even though these banksindividually represent a small percentage of deposits in the pool. For these reasons, the proposed haircuts shouldbe reduced or eliminated so that banks that secure deposits by the pooled method can value certain securities ata rate that is 100% or nearly 100% of their market value.

Additionally, in order to maintain the discretion of the Treasury Board, the VBA recommends the

following change to 1VAC75-20-130 (2)(b): “Sufficient collateralization, dedicated method. If a qualified publicdepository using the dedicated method of collateralization is undercollateralized for weekly reporting, it may bepenalized accordingly.” We appreciate the previous cooperative work of Treasury and the industry to provide thenecessarily flexibility to properly assess instances of undercollateralization. Consistent with other provisionswithin this Section, including for undercollateralization for depositories under the pooled method, we encouragethe Board to retain the discretion on penalty assessments for undercollateralization for those depositories underthe dedicated method.


https://townhall.virginia.gov/L/ViewAgency.cfm?AgencyNumber=152

https://townhall.virginia.gov/L/ViewBoard.cfm?BoardID=77

https://townhall.virginia.gov/L/ViewChapter.cfm?ChapterID=1193

http://law.lis.virginia.gov/admincode/title1/agency75/chapter20

http://www.virginia.gov/

https://www.virginia.gov/agencies/

http://www.governor.virginia.gov/

https://townhall.virginia.gov/L/viewaction.cfm?actionid=5663

https://townhall.virginia.gov/L/viewstage.cfm?stageid=9376

https://townhall.virginia.gov/L/ViewComments.cfm?CommentID=121105

https://townhall.virginia.gov/L/Comments.cfm?StageID=9376



CommentID: 121540

Thank you for the opportunity to provide comments. If you have any questions, please feel free tocontact me at 804-819-4701 or [email protected].

Sincerely,

Bruce T. Whitehurst President & CEO


https://townhall.virginia.gov/L/ViewComments.cfm?commentid=121540




4/7/22 3:47 pm


Agencies | Governor



Previous Comment Next Comment Back to List of Comments

Commenter: Lora Jones / National Bank of Blacksburg

Proposed "haircut" on the value of municipal securities pledged by pooled institutions The proposed regula�ons would apply a “haircut” to certain securi�es pledged by pooled ins�tu�ons, mimicking therequirement for opt-out ins�tu�ons. The proposal indicates that the haircuts would alleviate concerns about“liquidity, unreliable and inconsistent pricing and costs to execute sales of municipal securi�es, par�cularly in �mes ofmarket instability.” We oppose the proposal for the following reasons:

1. Pooled ins�tu�ons are responsible to collec�vely cover poten�al losses of other pooled ins�tu�ons. Thisreduces the liquidity and pricing risks of individual ins�tu�ons and jus�fies allowing pooled ins�tu�ons tocount 100% of their municipal bond securi�es for pledging. Opt-out ins�tu�ons are not responsible tocover losses of any other ins�tu�ons, or receive aid in covering their own losses. Opt-out ins�tu�onspose more risk and it is reasonable to impose a more stringent standard on opt-out ins�tu�ons.

2. According to the Treasury Board minutes from February, there were 57 pooled depositories that heldpublic deposits of $3.8 billion, 36% of all public deposit balances. We see this as a large number ofins�tu�ons that could likely absorb any poten�al losses from individual pooled ins�tu�ons.

3. There has never been a loss on a pooled ins�tu�on.

4. Municipal deposits have been inflated by federal s�mulus funds from the American Rescue Plan Act. Municipali�es have un�l 2026 to spend the funds. Ins�tu�ons that hold these deposits need access totheir full security por�olio to meet increased pledging demand.

5. Even prior to the pandemic and receipt of federal rescue funds, we, along with many pooled banks, had ahigh level of liquidity. There is no liquidity concern.

6. The market for municipal securi�es is liquid and reflects market value. Pooled banks are required topledge based on the lower of book value or market value. Requiring a haircut on top of a market valuepenalizes pooled banks unnecessarily.

7. Na�onal Bank, and we assume all pooled ins�tu�ons, employs a reputable agent to provide marketpricing on our securi�es por�olio as of the end of each month. The agent is audited annually on itspricing methodologies. In addi�on to the audit of the agent, each year our auditors independently verifythe agent’s pricing on a significant sample of the securi�es we own. We do not believe that the pricing ofour municipal securi�es is unreliable or inconsistent.

The concerns cited are not of the level that would indicate the need to adopt the proposed regula�on.Master File - 222 of 448















CommentID: 121105






3/1/22 10:42 am

CommentID: 120455


Agencies | Governor



Next Comment Back to List of Comments

Commenter: Denise Laussade, Virginia Commonwealth University

RFQ - SPDA Security Concerns In the interest of data protection, the input of detailed information (name of account, accountnumber) is a concern. Perhaps masking account number and using agency number (instead ofagency name) would reduce risk of exposure.














Joseph W. Montgomery, CFP®, AIF® R. Bryce Lee, CFA, CIMA®, CAIA, FRM, AIF® Karen H. Logan, CIMA®, AIF®Managing Director - Investments Managing Director - Investments Senior Institutional Consultant

[email protected] [email protected] [email protected]

Jeffrey E. Rakes Robin S. Wilcox, AIF®Senior Institutional Consultant Vice President - Investments

[email protected] [email protected]

428 McLaws Circle Williamsburg, VA 23185

888-465-8422

Extended Duration and Credit Portfolio Evaluation for Periods Ending June 30, 2022

Commonwealth of VirginiaDepartment of the Treasury

SectionI.II.

III.

Executive SummaryFixed Income Manager Review

Short Duration PortfolioIntermediate Duration PortfolioLong Duration Portfolio

Investment Policy Statement

Wells Fargo Advisors is a trade name used by Wells Fargo Clearing Services, LLC, Member SIPC, a registered broker-dealer and non-bank affiliates of Wells Fargo & Company.

Investment and Insurance Products Are:

Not Insured by the FDIC or Any Federal Government Agency

Not a Deposit or Other Obligation of, or Guaranteed by, the Bank or

Any Bank Affiliate

Subject to Investment Risks, Including Possible Loss of the

Principal Amount Invested


Information contained within this report has been developed solely for the use by the Commonwealth of Virginia Department of the Treasury,its Staff, and Board members. Distribution of this material without the express written consent of Wells Fargo Advisors is strictly prohibited.

blank

Page 2



Data Sources: Zephyr StyleAdvisor & Barclay’s Capital

Capital Markets Review For Periods Ending June 30, 2022Economic Commentary: As the U.S. economic growth winds down,the Federal Reserve (Fed) is left with a potential dilemma. Bothmanufacturing and service-industry growth were slowing at mid-year,leaving the economy increasingly vulnerable to a moderate recessionduring the second half of 2022. Drivers of spending have becomebroadly less supportive. Real income has declined, saving rates arebelow average, and capital spending plans rolled over at the start of theyear. The biggest 12-month increase in mortgage rates since 1981 issqueezing housing affordability and a strengthening dollar has left U.S.export competitiveness at its weakest in 35 years.

A looming dilemma for the Fed is whether to risk entrenching inflationby reversing a recent decline in the inflation-adjusted money supply bypumping up the monetary base (i.e., currency and bank reserves makingup the raw material for creating money) or push back on a still-amplesupply of money relative to gross domestic product (GDP) and risk anexcessive pullback in market liquidity. Financial stress is on the rise,though it remains just a fraction of its reading during the worst of thepandemic and during the global financial crisis 14 years ago.

The dollar’s rally in the foreign exchange market this year has left U.S.competitiveness at a 35-year low, contributing to a further loss of U.S.market share in the global economy. The dollar strength and theresulting loss of international competitiveness may combine with alooming global growth slowdown to impede improvement in the U.S.foreign trade deficit.

Rising consumer and producer inflation readings during the first half ofthe year coupled with aggressive rate hikes from the Fed caused yieldsof U.S. Treasury securities to rise relatively higher across the curve.However, concerns about economic growth in late June began toconflict with persistently high inflation, causing some volatility. HigherU.S. Treasury yields and tighter European Central Bank policycontinued to push yields up in the second quarter, so hedged returnswere negative (-4.6%). Currency declines added to losses for unhedgedDM bonds (-12.5%) as the euro, pound, and yen weakened versus theU.S. dollar.

Page 3

Index Name 2Q22 YTD 1 Year 3 Year 5 Years 10 Years

Dow Jones Industrial Average (10.8) (14.4) (9.1) 7.2 10.0 11.7NASDAQ (22.3) (29.2) (23.4) 12.2 13.5 15.4S&P 500 (16.1) (20.0) (10.6) 10.6 11.3 13.0Russell 1000 (16.7) (20.9) (13.0) 10.2 11.0 12.8Russell 1000 Value (12.2) (12.9) (6.8) 6.9 7.2 10.5Russell 1000 Growth (20.9) (28.1) (18.8) 12.6 14.3 14.8Russell Midcap (16.8) (21.6) (17.3) 6.6 8.0 11.3Russell Midcap Value (14.7) (16.2) (10.0) 6.7 6.3 10.6Russell Midcap Growth (21.1) (31.0) (29.6) 4.3 8.9 11.5Russell 2000 (17.2) (23.4) (25.2) 4.2 5.2 9.4Russell 2000 Value (15.3) (17.3) (16.3) 6.2 4.9 9.1Russell 2000 Growth (19.3) (29.5) (33.4) 1.4 4.8 9.3Russell 2500 (17.0) (21.8) (21.0) 5.9 7.0 10.5Russell 3000 (16.7) (21.1) (13.9) 9.8 10.6 12.6

MSCI EAFE Index (14.5) (19.6) (17.8) 1.1 2.2 5.4MSCI EM (EMERGING MARKETS) (11.4) (17.6) (25.3) 0.6 2.2 3.1MSCI FM (FRONTIER MARKETS) (13.8) (20.6) (17.3) 0.6 1.6 5.1MSCI ACWI (15.7) (20.2) (15.8) 6.2 7.0 8.8MSCI ACWI ex USA (13.7) (18.4) (19.4) 1.4 2.5 4.8

Bloomberg U.S. Aggregate (4.7) (10.3) (10.3) (0.9) 0.9 1.5Bloomberg U.S. Government/Credit (5.0) (11.0) (10.9) (0.8) 1.0 1.7Bloomberg Municipal Bond (2.9) (9.0) (8.6) (0.2) 1.5 2.4ICE BofA ML Convertible Securities (15.7) (20.2) (20.6) 10.1 10.0 10.6ICE BofA ML High Yield Master (10.0) (14.0) (12.7) (0.0) 2.0 4.4JPM GBI-EM Global Ex US (8.6) (14.5) (19.3) (5.8) (2.3) (1.5)JPM EMBI Global Diversified (11.4) (20.3) (21.2) (5.2) (1.2) 2.2FTSE World Government Bond Index (8.9) (14.8) (16.8) (4.3) (1.2) (0.7)

FTSE Nareit All Equity REITs (14.7) (19.2) (5.9) 5.3 6.7 8.3Dow UBS Commodity Index (3.7) 21.2 28.6 16.6 11.2 0.8



Page 4

blank



I. EDCP: Executive SummaryTotal Extended Duration and Credit Portfolio: The Extended Duration andCredit Portfolio lost 3.0% during the second quarter which underperformed thebenchmark by 0.1%. For the fiscal YTD period, the portfolio declined 7.9% comparedto the benchmark loss of 7.7%. All returns are net of fees.

Following a historically challenging first quarter, investment grade fixed income marketsfound little respite during the second quarter of 2022. US Treasury yields increasedsignificantly as the Federal Reserve accelerated its tightening of monetary policy inresponse to persistently high inflation. Early in the quarter, market participants werefocused on geopolitical tensions and the extent to which they would exacerbate alreadyhigh levels of inflation. As the quarter wore on and the Fed committed to taminginflation, the focus shifted to whether doing so will lead to a recession. Particularly inJune, fixed income investors wrestled with the notion of whether the Fed can achieve a“soft landing”, some days leaning toward yes and other days no. Market sentiment wasgenerally risk-off during the quarter due to the many uncertainties facing the globaleconomy, pushing spreads for all fixed income risk assets wider. Corporate credit spreadswidened the most, followed by RMBS, ABS and CMBS. The higher quality bias ofstructured products vs. unsecured corporate debt helped buffer that sector on a relativebasis. The general spread widening caused many investment grade strategies tounderperform their benchmarks for the quarter.

Short Duration Portfolio: The portfolio managed by Merganser underperformed theBloomberg 1-3 Year Government/Credit index for the second quarter of 2022,returning (0.8%) versus (0.6%) for the index. The overweight to corporate creditdetracted from performance, where spreads widened amid concerns regarding inflation’seffect on corporate profits and fears of a recession. Within financials, the spreadwidening was exacerbated by significant market flows, as banks are one of the mostliquid sub-segments of the corporate credit market and investors sold positions tofacilitate portfolio rebalancing. The overweights to ABS and CMBS helped their relativeperformance. Short ABS spreads tightened during June, led by credit cards. The spreadtightening was technical rather than fundamental in that it was driven by a compressionin swap spreads. Credit card and auto loan delinquencies have ticked up slightly this yearbut remain near historic lows, and balance sheets of US consumers are strong followingpandemic-related stimulus programs and high savings rates. Security selection decisionswithin CMBS helped performance. Agency CMBS spreads held relatively steady asinvestors sought the safety of a government guarantee during a volatile quarter. Theportfolio’s yield curve positioning detracted from performance, despite its overall shortduration stance vs. the benchmark in a rising rate environment. Specifically, the out-of-index exposure to the 3–5-year part of the curve hurt performance. This was partiallyoffset by an overweight to the 0–1-year part of the curve, a reflection of their preference

for floating rate securities.

Intermediate Duration Portfolio: The Wellington Management portfolio lost 3.0%for the quarter compared to the benchmark decline of 2.6%. Active duration and yieldcurve management detracted from relative results during the quarter. The allocation toTIPS had a negative impact on results. Credit positioning detracted from results duringthe period. Within corporate credit, the overweight to financials was detrimental, inparticular the banking and insurance exposure. The overweight to agency MBS detractedfrom results.

The portfolio managed by Income Research + Management outperformed its indexon a relative basis in the second quarter of 2022, returning (2.5)% vs (2.6)%, respectively.The portfolio’s underweight to Treasuries was the main detractor from an assetallocation standpoint. Security selection within Agency RMBS contributed toperformance. The fiscal year outperformed the benchmark by 30 bps but still posted aloss of 7.2%.

Long Duration Portfolio: The Earnest Partners portfolio returned -5.4% during thesecond quarter, outperforming the benchmark by 0.6%. Negative total returns werelargely driven by the moves upward across the yield curve. These moves reflect themarket pricing in higher near to mid-term inflation expectations and more aggressiveFederal Reserve tightening. Given these drivers, the front and intermediate portions ofthe curve have seen larger moves, but still the 10-year Treasury yield has increased 150basis points year to date. The portfolio is approximately curve and duration neutral, sothis yield curve move was not a significant driver of relative performance. Almost allspread products underperformed matched duration Treasuries, which was a headwind.While the portfolio is overweight to spread products, there is an emphasis on quality.The strategy is underweight to the most volatile parts of the market including ‘BBB’-rated debt and long credit, which have had excess returns of -420 and -471 basis pointsyear to date. The strategy is also overweight to Agency Multi-Family MBS which is theonly sector to flash green year to date.

The portfolio managed by Dodge & Cox returned -6.0%, matching the benchmark.Asset allocation was negative as the portfolio's underweight to Treasuries and overweightto Financials detracted from relative returns. Security selection was slightly positivethough notable underperformers included Pemex, British American Tobacco, AltriaGroup, and Kinder Morgan. Notable outperformance included certain Agency MBSissues, as well as Berkshire Hathaway Energy and Televisa. The portfolio's shorterrelative duration contributed to relative returns and key rate duration positioningcontributed to relative returns.

Page 5Master File - 230 of 448


Short20%

Interm60%

Long20%

EDCP: Summary

Page 6Footnote disclosures on next page.

% of Portfolio Market Value 2Q22 FYTD 1 Yr 3 Yr2 5 Yr2 10 Yr2

Inception3

Inception

Benchmark3Average

DurationAverage Maturity

Average Quality

100% 4,878,646,934$ TOTAL EDCP (3.0) (7.9) (7.9) (0.2) 1.1 1.5 4.4 4.6 4.52 5.64 AA

Target Benchmark 4 (2.9) (7.7) (7.7) (0.4) 1.1 1.5 4.48 5.51 AA+

15% 717,360,062$ Total Short Duration (0.8) (3.6) (3.6) 0.5 1.3 1.2 3.7 3.6 1.69 2.06 AA

Short Duration Benchmark 5 (0.6) (3.6) (3.6) 0.3 1.1 1.1 1.84 1.91 AA+15% 717,360,062$ Merganser (0.8) (3.6) (3.6) 0.5 1.3 1.2 3.7 3.6 1.69 2.06 AA

64% 3,125,558,879$ Total Intermediate Duration6 (2.7) (7.5) (7.5) (0.2) 1.1 1.5 4.5 4.7 4.20 5.06 AA

Intermediate Duration Benchmark 7 (2.6) (7.5) (7.5) (0.4) 1.1 1.6 4.25 4.84 AA32% 1,566,762,051$ IR + M (2.5) (7.2) (7.2) (0.0) 1.2 1.6 4.1 4.1 4.15 4.68 AA-32% 1,558,796,827$ Wellington (3.0) (7.8) (7.8) (0.3) 1.1 1.5 4.5 4.7 4.25 5.44 AA

21% 1,035,727,994$ Total Long Duration8 (5.7) (12.3) (12.3) (0.9) 1.1 2.0 5.1 5.5 7.45 9.86 AA

Long Duration Benchmark 9 (6.0) (12.0) (12.0) (1.1) 1.0 1.9 7.79 11.13 AA+11% 513,491,929$ Dodge & Cox (6.0) (12.5) (12.5) (0.8) 1.1 2.1 4.7 4.8 7.41 10.30 AA11% 522,236,064$ EARNEST (5.4) (12.2) (12.2) (1.1) 1.0 1.9 3.7 3.9 7.48 9.42 AA+

Periods Ending June 30, 2022 (Net of Fees)



EDCP: Summary1 Returns are reported by JP Morgan Chase and may or may not reconcile exactly with those returns calculated by Wells Fargo Advisors, LLC.2 Annualized3 Total Fund, Merganser and Wellington = 01/95; Dodge & Cox = 04/2000; IR+M = 07/2000; EARNEST = 1/1/06; Goldman = 2/1/074 20% Short, 60% Intermediate and 20% Extended Duration Benchmarks5 Short Duration Target inception through 4/2000: ML 1-3 Year TSY + 20bps, 4/2000 – 7/2005: BC 1-3 Year TSY + 30bps, 7/2005 – 10/2009: BC 1-3 Year TSY + 30bps,11/2009 – 12/2017: BC 1-3 Year Gov’t/Credit +15bps, 1/2018 – Present: BC 1-3 Year Gov’t/Credit6 Total Intermediate Duration includes Western Asset Management which was terminated in the fourth quarter of 2008.7 Intermediate Duration Target inception through 4/00: BC Int. G/C+30bps, 4/00–7/05: BC 3-5 Year TSY+50bps, 7/05–10/09: 85% BC Interm. G/C, 15% BCMBS+50bps, 11/09–12/17: 85% BC Interm. G/C, 15% BC MBS Fixed Rate+25bps, 1/18 – Present: 85% BC Interm. G/C, 15% BC MBS Fixed Rate8 Long Duration Target inception through 4/00: BC Agg+50bps., 4/00–7/05: 50% BC 5-7 TSY, 50% BC 7-10 TSY+50bps, 7/05–10/09: 83% BC Agg, 17% BC LongG/C+ 50bps, 11/09–12/17: 83% BC Agg., 17% BC Long G/C+30bps, 1/18–Present: 83% BC Agg., 17% BC Long G/C9 Total Long Duration includes Aberdeen Asset Management which was terminated in the first quarter of 2010.

Page 7

% of UnrealizedFixed Income Cash Equiv. Market Value Total Pool Cost Value Gain/(Loss)

Merganser 709,933,185 7,426,877 717,360,062 14.70% 743,522,645 (26,162,582) Short Duration 709,933,185 7,426,877 717,360,062 14.70% 743,522,645 (26,162,582)

IR+M 1,554,160,260 12,601,792 1,566,762,051 32.11% 1,662,251,532 (95,489,480) Wellington 1,675,273,884 (116,477,057) 1,558,796,827 31.95% 1,624,110,695 (65,313,867)

Intermediate Duration 3,229,434,144 (103,875,265) 3,125,558,879 64.07% 3,286,362,226 (160,803,347)

Dodge & Cox 505,709,792 7,782,137 513,491,929 10.53% 555,474,196 (41,982,267) EARNEST 506,683,425 15,552,640 522,236,064 10.70% 578,056,095 (55,820,030)

Long Duration 1,012,393,217 23,334,777 1,035,727,994 21.23% 1,133,530,291 (97,802,297)

Total EDCP 4,951,760,546 (73,113,611) 4,878,646,934 100% 5,163,415,161 (284,768,227) 101.5% -1.5% 100.0%



Source: JP Morgan Chase Please note that values include accruals for each account.

Page 8

EDCP: Financial ReconciliationB

y M

anag

erB

y D

ura

tion

Short DurationMerganser IR+M Wellington Dodge & Cox EARNEST

Market Value (06/30/21) 693,788,968 1,049,461,277 1,049,926,514 350,111,012 358,420,025 3,501,707,796

Contributions/Other Receipts 50,000,000 610,000,000 610,000,000 220,000,000 220,000,000 1,710,000,000Withdrawals/Other Disbursements 0 0 0 0 0 0Expenses (665,750) (985,191) (871,230) (526,915) (421,745) (3,470,832)Net Cash Flow 49,334,250 609,014,809 609,128,770 219,473,085 219,578,255 1,706,529,168

Earned Income 8,633,067 29,763,530 15,852,078 9,455,130 10,441,159 74,144,964Net Realized Gain/(Loss) (5,710,153) (16,176,562) (40,716,162) (7,269,543) (2,569,892) (72,442,311)Change in Unrealized Gain/(Loss) (28,686,070) (105,301,003) (75,394,373) (58,277,754) (63,633,482) (331,292,683)Total Investment Gain/(Loss) (25,763,156) (91,714,035) (100,258,456) (56,092,167) (55,762,216) (329,590,030)

Market Value (6/30/22) 717,360,062 1,566,762,051 1,558,796,827 513,491,929 522,236,064 4,878,646,934

Intermediate Duration Long DurationEDCP

Short DurationIntermediate

DurationLong

DurationEDCP

Market Value (06/30/21) 693,788,968 2,099,387,791 708,531,037 3,501,707,796

Contributions/Other Receipts 50,000,000 1,220,000,000 440,000,000 1,710,000,000Withdrawals/Other Disbursements 0 0 0 0Expenses (665,750) (1,856,421) (948,660) (3,470,832)Net Cash Flow 49,334,250 1,218,143,579 439,051,340 1,706,529,168

Earned Income 8,633,067 45,615,608 19,896,289 74,144,964Net Realized Gain/(Loss) (5,710,153) (56,892,723) (9,839,435) (72,442,311)Change in Unrealized Gain/(Loss) (28,686,070) (180,695,376) (121,911,237) (331,292,683)Total Investment Gain/(Loss) (25,763,156) (191,972,491) (111,854,383) (329,590,030)

Market Value (6/30/22) 717,360,062 3,125,558,879 1,035,727,994 4,878,646,934



Zephyr StyleADVISORZephyr StyleADVISOR: Wells Fargo Advisors - Williamsburg VA

Manager vs Zephyr Medium Duration High Credit Universe (Morningstar): Return RankJanuary 1995 - June 2022 (36-Month Moving Windows, Computed Monthly)

Retu

rn R

ank

100%

75%

Median

25%

0%

Dec 1997 Dec 1999 Dec 2004 Dec 2009 Dec 2014 Dec 2019 Jun 2022

Total Fund (Gross)Total Fund (Net)EDCP Total Fund Benchmark5th to 25th Percentile25th Percentile to MedianMedian to 75th Percentile75th to 95th Percentile

Manager vs Zephyr Medium Duration High Credit Universe (Morningstar): ReturnJanuary 1995 - June 2022 (12-Month Moving Windows, Computed Monthly)

Total Fund (Gross)

Total Fund (Net)

EDCP Total Fund Benchmark

Jun 2007

65 mng

Jun 2008

66 mng

Jun 2009

67 mng

Jun 2010

70 mng

Jun 2011

73 mng

Jun 2012

78 mng

Jun 2013

79 mng

Jun 2014

79 mng

Jun 2015

81 mng

Jun 2016

84 mng

Jun 2017

87 mng

Jun 2018

94 mng

Jun 2019

98 mng

Jun 2020

102 mng

Jun 2021

104 mng

5.98% 5.96% 4.30% 9.01% 3.80% 6.20% 0.62% 3.48% 1.73% 4.58% 0.16% -0.14% 6.86% 7.62% 0.46%

5.86% 5.80% 4.13% 8.87% 3.66% 6.05% 0.48% 3.33% 1.59% 4.43% 0.02% -0.27% 6.71% 7.49% 0.35%

6.26% 7.86% 6.17% 7.96% 3.66% 5.72% 0.17% 3.44% 1.88% 4.69% 0.09% -0.19% 6.73% 7.07% 0.05%

Jun 2022

107 mng

-7.78%

-7.86%

-7.67%


Manager vs Benchmark: ReturnJanuary 1995 - June 2022 (not annualized if less than 1 year)

Retu

rn

-8

-6

-4

-2

0

2

4

6

1 quarter 1 year 1 year 3 years 5 years 10 years AnalysisPeriod

Total Fund (Gross)Total Fund (Net)EDCP Total Fund Benchmark


Total Fund (Gross)

Total Fund (Net)



-2.97% -7.78% -7.78% -0.10% 1.25% 1.67% 4.58%

-3.00% -7.86% -7.86% -0.20% 1.13% 1.54% 4.42%

-2.90% -7.67% -7.67% -0.36% 1.05% 1.54% 4.64%

EDCP: Performance

Data Sources: Zephyr

Calendar Years Trailing Results

Universe: Rolling Five-Year Results


Calendar Year ReturnAs of June 2022

-8%

-6%

-4%

-2%

0%

2%

4%

6%

8%10%

YTD 2021 2020 2019 2018 2017 2016 2015 2014 2013 2012 2011 2010 2009 2008 2007 2006 2005


Total Fund (Gross)

Total Fund (Net)


YTD 2021 2020 2019 2018 2017 2016 2015 2014 2013 2012 2011 2010 2009 2008 2007 2006 2005

-7.47% -1.28% 7.12% 7.04% 0.77% 2.58% 2.22% 1.12% 4.15% -0.85% 4.88% 5.95% 5.86% 8.14% 1.53% 6.56% 4.49% 2.32%

-7.51% -1.37% 7.01% 6.90% 0.63% 2.44% 2.07% 0.97% 4.00% -1.00% 4.74% 5.81% 5.73% 7.98% 1.38% 6.42% 4.31% 2.18%

-7.38% -1.25% 6.09% 6.95% 0.72% 2.66% 2.37% 1.04% 4.15% -0.84% 3.72% 6.12% 5.75% 4.89% 6.39% 7.74% 4.63% 2.02%




Upside / DownsideJanuary 1995 - June 2022 (Single Computation)

Ups

ide%

92

94

96

98

100

102

104

106

108

Downside%92 94 96 98 100 102 104 106 108


# of Months Average Return (%)vs. Market Month (%) 1-Year (%) Market Benchmark (%)

Total Fund (Gross)

Total Fund (Net)


Up Down UpMarket

DownMarket Best Worst Best Worst Up

CaptureDown

Capture R-Squared

230 100 0.78 -0.53 2.89 -2.99 15.16 -7.78 96.6 92.7 93.80

225 105 0.76 -0.54 2.88 -3.00 14.96 -7.86 94.9 94.6 93.83

229 101 0.80 -0.57 3.19 -2.62 15.42 -7.67 100.0 100.0 100.00


Risk / ReturnJanuary 1995 - June 2022 (Single Computation)

Retu

rn

-5%

0%

5%

10%

15%

Standard Deviation0% 1% 2% 3% 4% 5% 6%

Total Fund (Gross)

Total Fund (Net)

Market Benchmark:EDCP Total Fund Benchmark

Total Fund (Gross)

Total Fund (Net)


Return(%)

Std Dev(%)

Betavs.

Market

Alphavs. Market

(%)

R-Squaredvs. Market

(%)

SharpeRatio

Tracking Errorvs. Market

(%)Observs.

4.58 2.91 0.9304 0.26 93.80 0.8208 0.7542 330

4.42 2.90 0.9295 0.11 93.83 0.7664 0.7521 330

4.64 3.03 1.0000 0.00 100.00 0.8072 0.0000 330


Risk / ReturnJuly 2017 - June 2022 (Single Computation)

Retu

rn

-5%

0%

5%

10%

15%


Total Fund (Gross)

Total Fund (Net)

Market Benchmark:EDCP Total Fund Benchmark

Total Fund (Gross)

Total Fund (Net)


Return(%)

Std Dev(%)

Betavs.

Market

Alphavs. Market

(%)

R-Squaredvs. Market

(%)

SharpeRatio


(%)Observs.

1.25 2.96 1.0146 0.18 98.65 0.0541 0.3462 60

1.13 2.95 1.0125 0.06 98.61 0.0138 0.3506 60

1.05 2.90 1.0000 0.00 100.00 -0.0125 0.0000 60

EDCP: Risk Measures


Risk/Return (Inception) Risk/Return (Trailing Five Years)

Up/Down Capture: Inception Alpha: Alpha is the excess portfolio return provided by the manager comparedto the risk-adjusted benchmark.

Beta: A statistical measure of volatility, beta measures the expected change inreturn per one percent change in the return on the market.

R-Squared: R-Squared measures the overall strength or explanatory power of astatistical relationship. In general, a higher R-squared means a stronger statisticalrelationship between the variables

Sharpe Ratio: The Sharpe Ratio is a calculation that measures excess return perunit of risk. A higher relative Sharpe ratio means that the manager is achievinghigher return for the amount of risk being taken.

Standard Deviation: Standard Deviation is used as an estimate of risk. Thewider the typical range of returns, the higher the standard deviation of returns,and the higher the portfolio risk.

Tracking Error: Tracking Error is a measure of divergence between the returnbehavior of a portfolio and that of a benchmark.



EDCP: Risk Measures


Multi-Statistic: Inception


Manager vs Benchmark: Multi-StatisticJanuary 1995 - June 2022 (not annualized if less than 1 year)

Shar

pe R

atio

-2.50

-2.00

-1.50

-1.00

-0.50

0.00

0.50

1.00

1 year 3 years 5 years 10 years AnalysisPeriod


Sorti

no R

atio

(MA

R =

Cas

h E

q.)

-2.00

-1.50

-1.00

-0.50

0.00

0.50

1.00

1.50



Info

rmat

ion

Ratio

-1.00

-0.50

0.00

0.50

1.00



Sharpe Ratio: The SharpeRatio is a calculation thatmeasures excess return per unitof risk. A higher relativeSharpe ratio means that themanager is achieving higherreturn for the amount of riskbeing taken.

Sortino Ratio: The SortinoRatio is a modification of theSharpe Ratio that differentiatesharmful volatility from generalvolatility by taking into accountthe standard deviation ofnegative returns, calleddownside deviation. A largeSortino Ratio indicates there isa low probability of a large loss.

Information Ratio: Ameasurement of the value amanager adds against anindexed benchmark. It iscalculated by taking themanager's excess return overthe benchmark, and dividing itby the tracking error. It is usedto measure active management.



EDCP: Attribution/Characteristics

Page 12

Average Duration (yrs)

Average Maturity (yrs)

Average Quality

Average YTM

Weighted Avg Cpn Convexity

Tracking Error

Short Duration Portfolio 1.69 2.06 AA 3.46 1.82 0.05 0.89

Intermediate Duration Portfolio 4.20 5.06 AA 3.58 2.15 0.06 0.40

Long Duration Portfolio 7.45 9.86 AA 3.90 3.06 0.71 0.75

Total EDCP 4.52 5.64 AA 3.63 2.29 0.19 0.55

Benchmark 4.48 5.51 AA+ 3.53 2.20 0.34

Difference 0.04 0.12 0.10 0.09 (0.15) 0.55

Policy Duration Target

Policy Duration Range 4.03 - 4.92

As of June 30, 2022

4.48

3Q21 4Q21 1Q22 2Q22 Rolling 1-YearGross Return 0.13 (0.47) (4.63) (2.97) (7.78)Benchmark Return 0.06 (0.36) (4.62) (2.90) (7.67)Alpha 0.07 (0.11) (0.01) (0.07) (0.11)

Allocation 0.05 0.09 (0.00) (0.04) 0.10Security Selection (0.08) (0.07) 0.05 0.04 (0.06)Duration/Yield Curve (0.05) 0.15 (0.01) (0.03) 0.06Intraday Trans/Pricing/Residual (0.00) (0.01) 0.00 0.00 (0.01)Other 0.14 (0.27) (0.04) (0.04) (0.20)

Quarterly Attribution - TOTAL PORTFOLIO



EDCP: Characteristics

Page 13

Sector AllocationShort

DurationIntermediate

DurationLong

DurationTotal

EDCPPolicy Max Bench

Over/(Under) vs. Bench

U.S. Treasury/Agency 20.2 43.9 38.7 39.3 100.0 55.4 (16.1)Corporates 49.0 33.8 28.4 34.9 50.0 26.2 8.6Mortgage-Backed 1.9 18.7 26.4 17.8 44.0 14.7 3.2Asset-Backed 19.3 2.1 0.3 4.2 12.0 0.1 4.2CMBS 8.6 4.2 1.7 4.3 10.0 0.2 4.1CMO 0.3 0.2 0.8 0.3 10.0 0.0 0.3 PACs 0.0 0.0 0.0 0.0 20.0 0.0 0.0Cash Equiv. 0.7 -3.8 1.7 -2.0 10.0 0.0 (2.0)Other 0.0 1.0 2.0 1.1 3.4 (2.4)

100.0 100.0 100.0 100.0 100.0

MBS, CMBS, CMO, PAC 10.8 23.0 29.0 22.5 50.0

As of June 30, 2022

Short Intermediate Long Over/UnderQuality Distribution Duration Duration Duration Bench WeightTreasury/Agency 22.2 53.1 38.7 45.5 56.4 (10.9)Aaa 29.8 14.1 30.5 19.9 16.5 3.4Aa 5.6 13.2 3.8 10.1 2.6 7.5A 37.2 15.2 18.7 19.2 11.7 7.5Baa 5.2 4.3 8.2 5.2 12.8 (7.5)Other 0.0 0.2 0.1 0.1 0.0 0.1

100.0 100.0 100.0 100.0 100.0

Total EDCP



blank

Page 14




Manager vs Zephyr Short Duration High Credit (Morningstar): Return RankJanuary 1995 - June 2022 (36-Month Moving Windows, Computed Monthly)

Retu

rn R

ank

100%

75%

Median

25%

0%


Merganser (Net)Short Benchmark5th to 25th Percentile25th Percentile to MedianMedian to 75th Percentile75th to 95th Percentile

Manager vs Zephyr Short Duration High Credit (Morningstar): ReturnJanuary 1995 - June 2022 (12-Month Moving Windows, Computed Monthly)

Merganser (Net)

Short Benchmark

Jun 2007

53 mng

Jun 2008

55 mng

Jun 2009

56 mng

Jun 2010

59 mng

Jun 2011

60 mng

Jun 2012

66 mng

Jun 2013

67 mng

Jun 2014

72 mng

Jun 2015

77 mng

Jun 2016

81 mng

Jun 2017

85 mng

Jun 2018

88 mng

Jun 2019

91 mng

Jun 2020

93 mng

Jun 2021

94 mng

5.61% 5.84% 6.14% 4.96% 2.41% 1.80% 0.87% 1.59% 0.84% 1.81% 0.64% 0.44% 4.45% 4.58% 0.79%

5.40% 7.61% 4.78% 3.20% 2.04% 1.27% 0.90% 1.29% 1.08% 1.74% 0.51% 0.29% 4.27% 4.20% 0.44%

Jun 2022

95 mng

-3.57%

-3.56%



Retu

rn

-4

-3

-2

-1

0

1

2

3

4


Merganser (Net)Short Benchmark


Merganser (Net)

Short Benchmark


-0.81% -3.57% -3.57% 0.54% 1.29% 1.22% 3.72%

-0.63% -3.56% -3.56% 0.31% 1.09% 1.09% 3.55%

II. EDCP: Short Duration Performance



Universe: Rolling Five-Year Results



-4%

-2%

0%

2%

4%

6%

8%

YTD 2021 2020 2019 2018 2017 2016 2015 2014 2013 2012 2011 2010 2009 2008 2007 2006 2005


Merganser (Net)

Short Benchmark

YTD 2021 2020 2019 2018 2017 2016 2015 2014 2013 2012 2011 2010 2009 2008 2007 2006 2005

-3.17% -0.38% 3.98% 4.32% 1.62% 1.16% 1.45% 0.76% 1.00% 0.52% 2.36% 1.88% 3.39% 7.51% 3.38% 5.97% 4.66% 2.13%

-3.11% -0.47% 3.33% 4.03% 1.61% 1.00% 1.44% 0.81% 0.92% 0.80% 1.41% 1.74% 2.95% 1.31% 6.97% 7.64% 4.24% 1.93%




Upside / DownsideJanuary 1995 - June 2022 (Single Computation)

Ups

ide%

70

80

90

100

110

120

130

140

Downside%70 80 90 100 110 120 130 140



Merganser (Net)

Short Benchmark

Up Down UpMarket


CaptureDown

Capture R-Squared

258 72 0.45 -0.15 1.80 -1.24 11.43 -3.57 99.9 71.2 69.40

252 78 0.45 -0.21 1.77 -1.36 11.30 -3.56 100.0 100.0 100.00



Retu

rn

-5%

0%

5%

10%

15%


Merganser (Net)

Market Benchmark:Short Benchmark

Merganser (Net)

Short Benchmark

Return(%)

Std Dev(%)

Betavs.

Market

Alphavs. Market

(%)

R-Squaredvs. Market

(%)

SharpeRatio


(%)Observs.

1.29 1.54 0.9557 0.26 67.22 0.1335 0.8864 60

1.09 1.33 1.0000 0.00 100.00 -0.0011 0.0000 60



Retu

rn

-5%

0%

5%

10%

15%


Merganser (Net)

Market Benchmark:Short Benchmark

Merganser (Net)

Short Benchmark

Return(%)

Std Dev(%)

Betavs.

Market

Alphavs. Market

(%)

R-Squaredvs. Market

(%)

SharpeRatio


(%)Observs.

3.72 1.58 0.8598 0.66 69.40 0.9697 0.8982 330

3.55 1.53 1.0000 0.00 100.00 0.8856 0.0000 330

EDCP: Short Duration Risk Measures


Risk/Return (Inception) Risk/Return (Trailing Five Years)

Up/Down Capture: Inception Alpha: Alpha is the excess portfolio return provided by the manager compared to therisk-adjusted benchmark.

Beta: A statistical measure of volatility, beta measures the expected change in returnper one percent change in the return on the market.


Sharpe Ratio: The Sharpe Ratio is a calculation that measures excess return per unitof risk. A higher relative Sharpe ratio means that the manager is achieving higherreturn for the amount of risk being taken.

Standard Deviation: Standard Deviation is used as an estimate of risk. The widerthe typical range of returns, the higher the standard deviation of returns, and thehigher the portfolio risk.




EDCP: Short Duration Risk Measures





Shar

pe R

atio

-2.50

-2.00

-1.50

-1.00

-0.50

0.00

0.50

1.00



Sorti

no R

atio

(MA

R =

0.0

0%)

-2.00

0.00

2.00

4.00

6.00

8.00



Info

rmat

ion

Ratio

-0.05

0.00

0.05

0.10

0.15

0.20

0.25



Page 17






EDCP: Short Duration Characteristics

Data Sources: Merganser, Barclays

Page 18

3Q21 4Q21 1Q22 2Q22 Rolling 1-YearGross Return 0.16 (0.53) (2.36) (0.78) (3.48)Benchmark Return 0.09 (0.56) (2.49) (0.63) (3.56)Alpha 0.07 0.03 0.13 (0.15) 0.08

Allocation 0.37 0.42 (0.02) (0.22) 0.55Security Selection (0.27) 0.13 0.23 0.22 0.31Duration/Yield Curve (0.18) 0.00 (0.07) (0.13) (0.38)Intraday Trans/Pricing/Residual 0.00 0.00 0.00 0.00 0.00Other 0.15 (0.52) (0.01) (0.02) (0.40)

Quarterly Attribution - Merganser


Effective Maturity (yrs)

Average Quality

Average YTM

Wtd Avg Cpn Convexity

Tracking Error (5y)

Merganser 1.69 2.06 AA 3.46 1.82 0.05 0.89

Short Duration Portfolio 1.69 2.06 AA 3.46 1.82 0.05 0.89

Benchmark 1.84 1.91 AA+ 3.23 1.81 0.05 n/a

Difference (0.15) 0.15 0.23 0.01 0.00

Policy Duration Target Policy Duration Range 1.66 - 2.02

As of June 30, 2022

1.84



EDCP: Short Duration Characteristics

Data Sources: Merganser, Barclays

Page 19

Sector Allocation MerganserPolicy Max Bench

Over/(Under) (vs Bench)

U.S. Treasury/Agency 20.2 100.0 71.4 (51.2)Corporates 49.0 50.0 28.5 20.5Mortgage-Backed 1.9 20.0 0.0 1.9Asset-Backed 19.3 20.0 0.0 19.3CMBS 8.6 10.0 0.0 8.6CMOs 0.3 10.0 0.0 0.3 PACs 0.0 20.0 0.0 0.0Cash Equiv. 0.7 10.0 0.0 0.7Other 0.0 0.0 0.0

100.0 100.0

As of June 30, 2022

Over/UnderQuality Distribution Merganser Bench WeightTreasury/Agency 22.2 71.4 (49.3)Aaa 29.8 4.3 25.6Aa 5.6 2.6 3.0A 37.2 11.8 25.4Baa 5.2 9.8 (4.6)Other 0.0 0.0 (0.0)

100.0 100.0

US Treasury 10.56%US Treasury 4.22%US Treasury 1.74%US Treasury 1.61%US Treasury 1.53%Goldman Sachs 1.13%Toronto Dominion Bank 1.10%Bank of Nova Scotia 1.05%AT&T 1.00%Comm Mortgage Trust 0.97%

Goldman Sachs 1.13%Toronto Dominion Bank 1.10%Bank of Nova Scotia 1.05%AT&T 1.00%American Tower 0.97%Dominion Energy 0.96%Lloyds Banking Group 0.96%Total Energies Capital 0.94%HSBC Holdings 0.91%Sumitomo Mitsui Fianancial 0.88%

Top 10 Corporate Holdings

Top 10 Overall Holdings





Retu

rn

-8

-6

-4

-2

0

2

4

6


Income Research (Net)Wellington (Net)Intermediate Benchmark


Income Research (Net)

Wellington (Net)

Intermediate Benchmark


-2.45% -7.19% -7.19% -0.04% 1.22% 1.61% N/A

-2.99% -7.83% -7.83% -0.29% 1.09% 1.48% 4.50%

-2.62% -7.54% -7.54% -0.35% 1.05% 1.55% 4.72%



Retu

rn R

ank

100%

75%

Median

25%

0%


Income Research (Net)Wellington (Net)Intermediate Benchmark5th to 25th Percentile25th Percentile to MedianMedian to 75th Percentile75th to 95th Percentile



Wellington (Net)


Jun 2007

65 mng

Jun 2008

66 mng

Jun 2009

67 mng

Jun 2010

70 mng

Jun 2011

73 mng

Jun 2012

78 mng

Jun 2013

79 mng

Jun 2014

79 mng

Jun 2015

81 mng

Jun 2016

84 mng

Jun 2017

87 mng

Jun 2018

94 mng

Jun 2019

98 mng

Jun 2020

102 mng

Jun 2021

104 mng

5.88% 6.47% 6.21% 10.21% 3.87% 6.76% 0.58% 3.08% 1.91% 4.60% -0.10% -0.47% 6.90% 6.80% 0.76%

5.67% 6.89% 4.89% 9.06% 3.96% 5.92% 0.31% 3.48% 1.27% 4.41% 0.03% -0.34% 6.82% 7.66% -0.08%

6.37% 8.02% 6.44% 8.55% 4.04% 5.63% 0.32% 3.39% 2.02% 4.60% 0.01% -0.33% 6.83% 6.91% 0.11%

Jun 2022

107 mng

-7.19%

-7.83%

-7.54%

EDCP: Intermediate Duration Performance



Universe: Rolling Three-Year Results



-5%

0%

5%

10%

15%

YTD 2021 2020 2019 2018 2017 2016 2015 2014 2013 2012 2011 2010 2009 2008 2007 2006 2005



Wellington (Net)


YTD 2021 2020 2019 2018 2017 2016 2015 2014 2013 2012 2011 2010 2009 2008 2007 2006 2005

-6.73% -1.26% 6.63% 6.80% 0.78% 2.22% 1.82% 1.69% 3.99% -1.35% 5.24% 6.55% 5.98% 11.99% 1.10% 6.63% 4.22% 2.67%

-7.40% -1.68% 7.13% 6.76% 0.72% 2.29% 2.21% 0.93% 3.47% -0.82% 4.59% 5.87% 6.29% 7.11% 3.35% 6.82% 4.32% 2.07%

-7.08% -1.37% 6.06% 6.75% 0.92% 2.43% 2.24% 1.39% 3.83% -0.70% 3.96% 6.14% 6.10% 5.81% 6.14% 7.88% 4.76% 1.70%

Page 20



Retu

rn R

ank

100%

75%

Median

25%

0%


Income Research (Net)Wellington (Net)Intermediate Benchmark5th to 25th Percentile25th Percentile to MedianMedian to 75th Percentile75th to 95th Percentile



Wellington (Net)


Jun 2007

65 mng

Jun 2008

66 mng

Jun 2009

67 mng

Jun 2010

70 mng

Jun 2011

73 mng

Jun 2012

78 mng

Jun 2013

79 mng

Jun 2014

79 mng

Jun 2015

81 mng

Jun 2016

84 mng

Jun 2017

87 mng

Jun 2018

94 mng

Jun 2019

98 mng

Jun 2020

102 mng

Jun 2021

104 mng

5.88% 6.47% 6.21% 10.21% 3.87% 6.76% 0.58% 3.08% 1.91% 4.60% -0.10% -0.47% 6.90% 6.80% 0.76%

5.67% 6.89% 4.89% 9.06% 3.96% 5.92% 0.31% 3.48% 1.27% 4.41% 0.03% -0.34% 6.82% 7.66% -0.08%

6.37% 8.02% 6.44% 8.55% 4.04% 5.63% 0.32% 3.39% 2.02% 4.60% 0.01% -0.33% 6.83% 6.91% 0.11%

Jun 2022

107 mng

-7.19%

-7.83%

-7.54%




Upside / DownsideJuly 2000 - June 2022 (Single Computation)

Ups

ide%

85

90

95

100

105

110

115

Downside%85 90 95 100 105 110 115




Wellington (Net)


Up Down UpMarket


CaptureDown

Capture R-Squared

180 84 0.76 -0.52 3.44 -3.80 17.71 -7.19 95.0 87.9 85.38

179 85 0.77 -0.59 2.80 -3.31 14.42 -7.83 95.6 98.6 96.00

176 88 0.80 -0.60 3.45 -2.78 15.07 -7.54 100.0 100.0 100.00



Retu

rn

-5%

0%

5%

10%

15%



Wellington (Net)

Market Benchmark:Intermediate Benchmark


Wellington (Net)


Return(%)

Std Dev(%)

Betavs.

Market

Alphavs. Market

(%)

R-Squaredvs. Market

(%)

SharpeRatio


(%)Observs.

1.22 2.76 0.9717 0.20 97.47 0.0485 0.4460 60

1.09 2.86 1.0134 0.02 98.37 -0.0005 0.3676 60

1.05 2.80 1.0000 0.00 100.00 -0.0127 0.0000 60



Retu

rn

-5%

0%

5%

10%

15%



Wellington (Net)



Wellington (Net)


Return(%)

Std Dev(%)

Betavs.

Market

Alphavs. Market

(%)

R-Squaredvs. Market

(%)

SharpeRatio Observs.

4.05 3.02 0.8883 0.44 85.38 0.8602 264

3.81 3.03 0.9442 -0.01 96.00 0.7799 264

4.05 3.15 1.0000 0.00 100.00 0.8291 264

EDCP: Intermediate Duration Risk Measures


Risk/Return (From July 2000) Risk/Return (Trailing Five Years)

Up/Down Capture: Inception

Alpha: Alpha is the excess portfolio return provided by the manager comparedto the risk-adjusted benchmark.Beta: A statistical measure of volatility, beta measures the expected change inreturn per one percent change in the return on the market.R-Squared: R-Squared measures the overall strength or explanatory power of astatistical relationship. In general, a higher R-squared means a stronger statisticalrelationship between the variablesSharpe Ratio: The Sharpe Ratio is a calculation that measures excess return perunit of risk. A higher relative Sharpe ratio means that the manager is achievinghigher return for the amount of risk being taken.Standard Deviation: Standard Deviation is used as an estimate of risk. Thewider the typical range of returns, the higher the standard deviation of returns,and the higher the portfolio risk.Tracking Error: Tracking Error is a measure of divergence between the returnbehavior of a portfolio and that of a benchmark.



EDCP: Intermediate Duration Risk Measures





Shar

pe R

atio

-2.50

-2.00

-1.50

-1.00

-0.50

0.00

0.50

1.00



Sorti

no R

atio

(MA

R =

Cas

h E

q.)

-2.00

-1.50

-1.00

-0.50

0.00

0.50

1.00

1.50



Info

rmat

ion

Ratio

-1.00

-0.50

0.00

0.50

1.00



Page 22






EDCP: Intermediate Duration Characteristics

Data Sources: IR+M, Wellington, Barclays

Page 23

TOTAL INTERM3Q21 4Q21 1Q22 2Q22 Rolling 1-Year Rolling 1-Year

Gross Return 0.19 (0.64) (4.37) (2.43) (7.11) (7.44)Benchmark Return 0.05 (0.54) (4.59) (2.62) (7.54) (7.54)Alpha 0.14 (0.10) 0.22 0.19 0.43 0.10

Allocation 0.01 (0.04) (0.13) (0.18) (0.34)Security Selection 0.05 (0.11) 0.04 0.24 0.22Duration/Yield Curve 0.02 0.11 0.27 0.10 0.50Intraday Trans/Pricing/Residual (0.02) (0.03) (0.01) 0.01 (0.05)Other 0.08 (0.03) 0.05 0.02 0.10

0.19 0.43

3Q21 4Q21 1Q22 2Q22 Rolling 1-YearGross Return 0.15 (0.58) (4.53) (2.97) (7.77)Benchmark Return 0.05 (0.54) (4.59) (2.62) (7.54)Alpha 0.10 (0.04) 0.06 (0.35) (0.23)

Allocation (0.10) 0.10 (0.90) (0.34) (1.24)Security Selection 0.00 (0.20) 0.50 0.12 0.42Duration/Yield Curve 0.00 0.50 0.50 (0.12) 0.88Intraday Trans/Pricing/Residual 0.00 0.00 0.00 0.00 0.00Other 0.20 (0.44) (0.04) (0.01) (0.29)

Quarterly Attribution - Wellington

Quarterly Attribution IR+M



Avg Quality Average YTM

Wtd Avg Cpn Convexity

Tracking Error (5y)

IR+M 4.15 4.68 AA- 3.69 2.33 0.18 0.44

Wellington 4.25 5.44 AA 3.47 1.96 (0.07) 0.36

Intermediate Duration Portfolio 4.20 5.06 AA 3.58 2.15 0.06 0.40

Benchmark 4.25 4.84 AA 3.53 2.17 0.18

Difference (0.05) 0.22 0.05 (0.02) (0.12)


4.25

As of June 30, 2022




Data Sources: IR+M, Wellington, Barclays

Page 24

Sector Allocation IR+M WellingtonTotal

PortfolioPolicy Max Bench

Over/(Under) (vs Bench)

U.S. Treasury/Agency 42.7 45.2 43.9 100.0 55.1 (11.2)Corporates 31.1 36.5 33.8 50.0 25.1 8.7Mortgage-Backed 13.7 23.6 18.7 50.0 15.0 3.7Asset-Backed 3.9 0.2 2.1 10.0 0.0 2.1CMBS 6.8 1.5 4.2 10.0 0.0 4.2CMO 0.0 0.3 0.2 10.0 0.0 0.2 PACs 0.0 0.0 0.0 20.0 0.0 0.0Cash Equiv. 0.3 -7.9 -3.8 10.0 0.0 (3.8)Other 1.5 0.5 1.0 4.8 (3.8)

100.0 100.0 100.0 100.0

MBS, CMBS, CMO, PAC 20.5 25.5 23.0 60.0

As of June 30, 2022

Total Over/UnderQuality Distribution IR+M Wellington Portfolio Bench WeightTreasury/Agency 42.8 63.4 53.1 55.1 (2.0)Aaa 24.7 3.5 14.1 18.0 (3.9)Aa 3.1 23.4 13.2 2.4 10.8A 20.6 9.7 15.2 11.5 3.7Baa 8.5 0.0 4.3 13.0 (8.7)Other 0.3 0.0 0.2 0.0 0.2

100.0 100.0 100.0 100.0




Data Sources: IR+M, Wellington,

Page 25

US Treasury 11.87% US Treasury 27.94%US Treasury 8.07% Invesco Treasury 24.62%US Treasury 6.44% Fannie or Freddie 18.30%US Treasury 4.20% US Treasury 16.31%US Treasury 4.04% Ginnie Mae 3.18%US Treasury 2.35% Goldman Sachs 2.06%US Treasury 1.67% Bank of America 1.74%Goldman Sachs 0.84% Morgan Stanley 1.65%Bank of America 0.70% JPMorgan Chase 1.60%National Rural Utility 0.68% HSBC Holdings 1.24%

IR+M Wellington

Goldman Sachs 0.84% Goldman Sachs 2.06%Bank of America 0.70% Bank of America Corp 1.74%National Rural Utility Coop 0.68% Morgan Stanley 1.65%JPMorgan Chase 0.64% JP Morgan Chase & Co 1.60%Exxon Mobile 0.63% HSBC 1.24%State Street 0.57% Wells Fargo 1.18%Morgan Stanley 0.56% Amazon 1.03%Citigroup 0.55% Citigroup Inc 0.88%KKR Group 0.50% Apple 0.82%Emerson Electric 0.49% State Street 0.61%

Top Ten Overall Portfolio HoldingsWellingtonIR+M

Top Ten Overall Corporate Holdings




Manager vs Zephyr Medium Duration High Credit Universe (Morningstar): Return RankApril 2000 - June 2022 (36-Month Moving Windows, Computed Monthly)

Retu

rn R

ank

100%

75%

Median

25%

0%

Mar 2003 Dec 2004 Dec 2009 Dec 2014 Dec 2019 Jun 2022

Dodge & Cox (Net)Earnest (Net)Long Duration Benchmark5th to 25th Percentile25th Percentile to MedianMedian to 75th Percentile75th to 95th Percentile

Manager vs Zephyr Medium Duration High Credit Universe (Morningstar): ReturnApril 2000 - June 2022 (12-Month Moving Windows, Computed Monthly)

Dodge & Cox (Net)

Earnest (Net)

Long Duration Benchmark

Jun 2007

65 mng

Jun 2008

66 mng

Jun 2009

67 mng

Jun 2010

70 mng

Jun 2011

73 mng

Jun 2012

78 mng

Jun 2013

79 mng

Jun 2014

79 mng

Jun 2015

81 mng

Jun 2016

84 mng

Jun 2017

87 mng

Jun 2018

94 mng

Jun 2019

98 mng

Jun 2020

102 mng

Jun 2021

104 mng

6.31% 6.47% 6.74% 10.93% 5.04% 9.01% 0.61% 6.25% 2.03% 7.18% -0.18% -0.81% 8.98% 11.62% -0.10%

5.78% 7.42% 5.66% 10.46% 3.43% 11.31% -0.89% 4.65% 3.42% 7.78% -0.86% -0.07% 8.64% 10.32% -0.04%

6.80% 7.61% 6.59% 11.07% 4.14% 10.59% -1.05% 5.76% 2.21% 7.96% -0.12% -0.28% 8.89% 10.45% -0.55%

Jun 2022

107 mng

-12.48%

-12.17%

-12.02%


Manager vs Benchmark: ReturnApril 2000 - June 2022 (not annualized if less than 1 year)

Retu

rn

-14

-12

-10

-8

-6

-4

-2

0

2

4

6


Dodge & Cox (Net)Earnest (Net)Long Duration Benchmark

Manager vs Benchmark: ReturnApril 2000 - June 2022 (not annualized if less than 1 year)

Dodge & Cox (Net)

Earnest (Net)



-5.95% -12.48% -12.48% -0.81% 1.07% 2.10% 4.67%

-5.43% -12.17% -12.17% -1.06% 1.01% 1.88% N/A

-6.00% -12.02% -12.02% -1.13% 0.97% 1.93% 4.80%

EDCP: Long Duration Performance






-15%

-10%

-5%

0%

5%

10%

15%

YTD 2021 2020 2019 2018 2017 2016 2015 2014 2013 2012 2011 2010 2009 2008 2007 2006 2005


Dodge & Cox (Net)

Earnest (Net)


YTD 2021 2020 2019 2018 2017 2016 2015 2014 2013 2012 2011 2010 2009 2008 2007 2006 2005

-12.57% -2.20% 10.88% 10.58% -1.16% 4.76% 3.18% -0.06% 8.51% -1.96% 7.56% 8.03% 7.02% 10.36% 3.30% 6.46% 4.26% 2.99%

-12.05% -1.79% 9.74% 9.07% 0.19% 4.28% 2.52% 1.02% 9.47% -3.77% 5.45% 11.13% 7.03% 5.96% 4.26% 6.84% 4.68% N/A

-12.40% -1.68% 8.97% 10.54% -0.76% 5.04% 3.67% 0.23% 8.47% -2.90% 5.32% 10.59% 7.50% 5.77% 6.41% 7.44% 4.59% 3.04%




Upside / DownsideDecember 2005 - June 2022 (Single Computation)

Ups

ide%

90

95

100

105

110

115

Downside%90 95 100 105 110 115



Dodge & Cox (Net)

Earnest (Net)


Up Down UpMarket


CaptureDown

Capture R-Squared

126 73 1.02 -0.77 4.16 -4.89 18.35 -12.48 93.7 89.4 92.58

124 75 1.01 -0.79 3.74 -4.62 14.58 -12.17 93.0 91.2 91.11

122 77 1.09 -0.87 5.05 -4.73 16.55 -12.02 100.0 100.0 100.00



Retu

rn

-5%

0%

5%

10%

15%


Dodge & Cox (Net)

Earnest (Net)

Market Benchmark:Long Duration Benchmark

Dodge & Cox (Net)

Earnest (Net)


Return(%)

Std Dev(%)

Betavs.

Market

Alphavs. Market

(%)

R-Squaredvs. Market

(%)

SharpeRatio


(%)Observs.

1.07 5.13 1.0077 0.10 98.99 -0.0026 0.5174 60

1.01 5.24 1.0168 0.03 96.46 -0.0143 0.9902 60

0.97 5.06 1.0000 0.00 100.00 -0.0234 0.0000 60



Retu

rn

-5%

0%

5%

10%

15%


Dodge & Cox (Net)

Earnest (Net)

Market Benchmark:Long Duration Benchmark

Dodge & Cox (Net)

Earnest (Net)


Return(%)

Std Dev(%)

Betavs.

Market

Alphavs. Market

(%)

R-Squaredvs. Market

(%)

SharpeRatio Observs.

3.88 4.20 0.9037 0.37 92.59 0.6691 198

3.72 4.33 0.9259 0.13 91.10 0.6106 198

3.88 4.47 1.0000 0.00 100.00 0.6286 198

EDCP: Long Duration Risk Measures


Risk/Return (From January 2006) Risk/Return (Trailing Five Years)

Up/Down Capture: Inception Alpha: Alpha is the excess portfolio return provided by the manager comparedto the risk-adjusted benchmark.

Beta: A statistical measure of volatility, beta measures the expected change inreturn per one percent change in the return on the market.


Sharpe Ratio: The Sharpe Ratio is a calculation that measures excess return perunit of risk. A higher relative Sharpe ratio means that the manager is achievinghigher return for the amount of risk being taken.

Standard Deviation: Standard Deviation is used as an estimate of risk. Thewider the typical range of returns, the higher the standard deviation of returns,and the higher the portfolio risk.




EDCP: Long Duration Risk Measures




Manager vs Benchmark: Multi-StatisticApril 2000 - June 2022 (not annualized if less than 1 year)

Shar

pe R

atio

-2.00

-1.50

-1.00

-0.50

0.00

0.50

1.00



Sorti

no R

atio

(MA

R =

Cas

h E

q.)

-2.00

-1.50

-1.00

-0.50

0.00

0.50

1.00

1.50



Info

rmat

ion

Ratio

-0.80

-0.60

-0.40

-0.20

0.00

0.20

0.40

0.60



Page 28








Average Quality Avg YTM


Tracking Error (5y)

Dodge & Cox 7.41 10.30 AA 4.01 3.36 0.43 0.51

EARNEST 7.48 9.42 AA+ 3.80 2.76 0.98 0.99

Long Duration Portfolio 7.45 9.86 AA 3.90 3.06 0.71 0.75

Benchmark 7.79 11.13 AA+ 3.83 2.67 1.10

Difference (0.34) (1.27) 0.07 0.39 (0.39)



7.79

As of June 30, 2022

EDCP: Long Duration Attribution/Characteristics

Data Sources: JP Morgan Chase, Dodge & Cox, EARNEST, Barclays

Page 29

3Q21 4Q21 1Q22 2Q22 Rolling 1-YearGross Return 0.22 (0.05) (7.02) (5.91) (12.36)Benchmark Return 0.06 0.37 (6.80) (6.00) (12.02)Alpha 0.16 (0.42) (0.22) 0.09 (0.34)

Allocation 0.08 (0.08) (0.08) (0.29) (0.37)Security Selection (0.01) (0.25) (0.05) 0.05 (0.26)Duration/Yield Curve (0.09) (0.04) (0.12) 0.35 0.10Intraday Trans/Pricing/Residual 0.05 (0.04) 0.04 (0.10) (0.05)Other 0.13 (0.01) (0.01) 0.08 0.24

3Q21 4Q21 1Q22 2Q22 Rolling 1-YearGross Return (0.23) 0.15 (6.97) (5.41) (12.07)Benchmark Return 0.06 0.37 (6.80) (6.00) (12.02)Alpha (0.29) (0.22) (0.17) 0.59 (0.05)

Allocation 0.00 0.00 0.00 0.00 0.00Security Selection (0.37) 0.24 (0.91) 0.54 (0.50)Duration/Yield Curve (0.10) (0.26) 0.70 0.20 0.54Intraday Trans/Pricing/Residual 0.00 0.00 0.00 0.00 0.00Other 0.18 (0.20) 0.04 (0.15) (0.09)

Quarterly Attribution - Earnest

Quarterly Attribution - D&C



EDCP: Long Duration Characteristics

Data Sources: JP Morgan Chase, Dodge & Cox, EARNEST, Barclays

Page 30

Total Policy Over/(Under)Sector Allocation Dodge & Cox EARNEST Portfolio Max. Bench (vs Bench)U.S. Treasury/Agency 26.0 51.1 38.7 100.0 45.2 (6.6)Corporates 35.8 21.2 28.4 50.0 28.1 0.3Mortgage-Backed 31.8 21.2 26.4 50.0 23.8 2.6Asset-Backed 0.0 0.5 0.3 10.0 0.3 (0.0)CMBS 1.6 1.9 1.7 10.0 0.9 0.9CMO 1.6 0.0 0.8 10.0 0.0 0.8 PACs 0.0 0.0 0.0 20.0 0.0 0.0Cash Equiv. 0.9 2.4 1.7 10.0 0.0 1.7Other 2.3 1.7 2.0 1.7 0.3

100.0 100.0 100.0 100.0

MBS, CMBS, CMO, PAC 35.0 23.1 29.0 60.0

As of June 30, 2022

Total Over/UnderQuality Distribution Dodge & Cox EARNEST Portfolio Bench WeightTreasury/Agency 26.0 51.1 38.7 45.2 (6.5)Aaa 35.7 25.4 30.5 24.2 6.3Aa 3.0 4.5 3.8 3.3 0.5A 26.3 11.3 18.7 12.2 6.6Baa 8.7 7.7 8.2 15.0 (6.8)Other 0.2 0.0 0.1 0.1 0.0

100.0 100.0 100.0 100.0



EDCP: Long Duration Characteristics

Data Sources: Dodge & Cox, EARNEST

Page 31

UMBS TBA 6.10% US Treasury 5.20%Fannie Mae 5.01% US Treasury 4.72%US Treasury 4.83% US Treasury 3.81%US Treasury 4.34% US Treasury 3.79%US Treasury 4.09% US Treasury 3.76%Fannie Mae 3.82% US Treasury 3.06%US Treasury 3.81% US Treasury 1.92%Fannie Mae 2.60% SBA Pool 1.32%Freddie Mac 2.58% Freddie Mac 1.07%Fannie Mae 2.17% Freddie Mac 0.98%

JP Morgan Chase & Co 1.84% Idaho Power 0.72%Wells Fargo & Co 1.75% American Tower 0.54%Citigrouop 1.60% Met Life 0.54%Bank of America 1.59% Globle Life 0.50%Berkshire 1.53% JPMorgan 0.49%HSBC 1.52% Protective Life 0.48%Norfolk Southern 1.50% Florida Power and Light 0.47%Dominion 1.31% Delta Air 0.46%Comcast Corp 1.02% Gatx Corp 0.46%BNSF Railway 1.01% Bank of America 0.45%

EARNEST

Dodge & Cox

Top Ten Overall Corporate Holdings

Top Ten Overall Holdings

Dodge & Cox

EARNEST



FIRM: Wells Fargo Advisors is the trade name used by two separate registered broker-dealers: Wells Fargo Advisors, LLC., and Wells FargoFinancial Network, LLC, Members SIPC, non-bank affiliates of Wells Fargo & Company. Investment and Insurance products are: NOT FDIC-INSURED/NOT BANK-GUARANTEED/MAY LOSE VALUE.

CONFLICTS OF INTEREST: To review important information about certain relationships and potential conflicts of interest that may existbetween Wells Fargo Advisors, its affiliates, and the companies that are mentioned in this report, please visit the our research disclosure page athttps://www.wellsfargoadvisors.com/disclosures/research.htm or call your Financial Advisor.

STATEMENT OF OPINION: This and/or the accompanying information was prepared by or obtained from sources which Wells FargoAdvisors believes to be reliable but does not guarantee its accuracy. Any opinions expressed or implied herein are not necessarily the same asthose of Wells Fargo Advisors or its affiliates and are subject to change without notice. The report herein is not a complete analysis of everymaterial fact in respect to any company, industry or security. Any market prices are only indications of market values and are subject to change.The material has been prepared or is distributed solely for information purposes and is not a solicitation or an offer to buy any security orinstrument or to participate in any trading strategy. Additional information is available upon request.

ASSET CLASS SUITABILITY: Stocks of small companies are typically more volatile than stocks of larger companies. They often involvehigher risks because they may lack the management expertise, financial resources, product diversification and competitive strengths to endureadverse economic conditions. High-yield, non-investment grade bonds are only suitable for aggressive investors willing to take greater risks,which could result in loss of principal and interest payments. Global/International investing involves risks not typically associated with USinvesting, including currency fluctuations, political instability, uncertain economic conditions and different accounting standards. Because thefutures and commodity markets can be highly unpredictable – often swinging dramatically – investing in currency and commodities is notsuitable for all investors. You may lose your entire investment , and in some cases, more than you invested.

PAST PERFORMANCE: Past performance is not an indication of future results.

Disclosures


COMMONWEALTH OF VIRGINIA DEPARTMENT OF THE TREASURY

GENERAL ACCOUNT INVESTMENT GUIDELINES Statement of Investment Policies and Goals

Adopted by the Treasury Board March 16, 2022

Effective July 1, 2022


TABLE OF CONTENTS

OVERVIEW

State Treasury Policy 1

Treasury Objectives 1

POLICY GUIDELINES

General Account Structure 2

Asset Mix Policy 2

Investment Guidelines and Restrictions 3

Securities Lending 7

General Account Benchmarks 7

STANDARDS OF INVESTMENT PERFORMANCE 8

REPORTING REQUIREMENTS

Treasury Responsibilities 9

Investment Manager Responsibilities 9


GENERAL ACCOUNT INVESTMENT GUIDELINES Page 1

OVERVIEW

The Commonwealth of Virginia, Department of the Treasury manages the General Account Investment Portfolio. These monies are comprised of funds collected and held for various fund groups including the General Fund of the Commonwealth.

This document sets forth the responsibilities of the Treasury and its investment managers relating to the implementation of the investment policy and asset strategy, and evaluation and review of investment performance and progress toward attaining goals.

State Treasury Policy

It is the policy of the State Treasurer to invest public funds in a manner which will provide the highest investment return with the maximum security while meeting the daily cash flow demands of the entity and conforming to all statutes governing the investment of public funds. Investments shall be made with the care, skill, prudence and diligence under the circumstances then prevailing that a prudent person acting in a like capacity and familiar with such matters would use in the conduct of an enterprise of a like character and with like aims.

Treasury Objectives

The primary objectives, in priority order of the State Treasurer's investment activities shall be:

1. Safety. Safety of principal is the foremost objective of the investment program.Investments of the State Treasurer shall be undertaken in a manner that seeks to ensurepreservation of capital in the overall portfolio.

2. Liquidity. The State Treasurer's investment portfolio will remain sufficiently liquid toenable it to meet all operational requirements which might be reasonably anticipated.

3. Return on investment. The State Treasurer's investment portfolio shall be designed withthe objective of attaining a market rate of return throughout budgetary and economiccycles, taking into account its investment risk constraints and the cash flow characteristicsof the portfolio.



POLICY GUIDELINES

General Account Structure

In order to meet the primary objectives of the State Treasurer, the General Account will be divided into two major Portfolios - a Primary Liquidity Portfolio and a Extended Duration and Credit Portfolio. The Primary Liquidity Portfolio, which will be internally managed by the Treasury Staff, is to be the major source for disbursement requirements and operational needs of the General Account. Safety of principal and liquidity at the expense of return on investment are the foremost objectives of this portfolio.

The objective of the Extended Duration and Credit Portfolio, which will be externally managed, is to generate an investment return, over the long-term, higher than the return on assets managed internally (Primary Liquidity Portfolio). To generate higher investment returns, it is recognized that additional interest rate risk and credit risk, within prudent constraints, must be assumed in the management of the Extended Duration and Credit Portfolio. To further control these risks, and to provide for sufficient managerial flexibility, the Extended Duration and Credit Portfolio may be structured into three sub-portfolios: a Short Duration Portfolio, an Intermediate Duration Portfolio, and a Long Duration Portfolio. However, in seeking higher investment returns, the portfolio managers of the Extended Duration and Credit Portfolio will be cognizant of the Treasury objectives of safety of principal and liquidity.

Asset Mix Policy

The Treasury's allocation targets for the overall General Account asset mix are:

Primary Liquidity Portfolio 75% Extended Duration and Credit Portfolio 25%

The Treasury's allocation guidelines for the Extended Duration and Credit Portfolio are:

Target Minimum Maximum

Short Duration Portfolio 20% 15% 40% Intermediate Duration Portfolio 60% 30% 85% Long Duration Portfolio 20% 0% 30%

The intent of the Asset Mix Policy is to increase the overall average maturity of the General Account Investment Portfolio to enhance the returns over the long-term. Deviations from the allocation targets for the General Account, and from the guidelines for the Extended Duration and Credit Portfolio listed below, may be made by the Treasury Investment Staff, when economic conditions or liquidity needs warrant, or when the Treasury Investment Staff determines that the aggregate deviation does not constitute a material departure from the spirit of the target allocation and the intent of the Treasury Board. The Treasury Investment Staff shall review the target allocations and guidelines at least annually.



Investment Guidelines and Restrictions

Authorized Investments

The primary objective of the State Treasurer’s investment activities shall be, in priority order, safety of principal, liquidity and return on investments.

The State Treasurer is empowered by Sections 2.2-4500 et seq. of the Code of Virginia to invest in the following types of securities:

1. Obligations issued or guaranteed by the U.S. Government, an Agency thereof, or U.S.Government sponsored corporation. This includes Agency Mortgage Backed Securities(MBS). These securities can be held directly, in the form of repurchase agreementscollateralized by such debt securities, and in the form of a registered money market or mutualfund provided that the portfolio of the fund is limited to such evidences of indebtedness.

2. Non-negotiable certificates of deposit and time deposits of Virginia banks and savinginstitutions federally insured to the maximum extent possible and collateralized under theVirginia Security of Public Deposits Act (VA SPDA).

3. Repurchase agreements collateralized with securities that are approved for direct investmentas stated herein. The collateral on overnight or one day repurchase agreements is required tobe at least 100% of the value of the repurchase agreement. Longer term repurchaseagreements are required to have collateralization in excess of 100% and be marked to marketon a daily basis.

4. Negotiable certificates of deposit, negotiable bank deposit notes and bankers acceptances ofdomestic banks and domestic offices of foreign banks.

5. Commercial paper issued by domestic corporations.

6. Corporate notes and bonds.

7. Municipal securities Taxable and tax-exempt municipal securities are permitted including; (i) ofany state of the United States (ii) of any county, city, town, district, authority or other publicbody of the Commonwealth of Virginia, (iii) of any city, county, town or district situated in anyone of the states of the United States provided, that they are the direct legal obligations of thecity, county, town or district, and the city, county, town or district has power to levy taxes onthe taxable real property therein for the payment of such obligations without limitation of rate oramount (per Code of Virginia).

8. Asset-backed securities and mortgage backed securities including Commercial Mortgage-Backed Securities (CMBS) and Collateralized Mortgage Obligations (CMOs). This includes allprivate label mortgage related securities.

9. U.S. Dollar denominated obligations of sovereign governments and companies that are fullyguaranteed by such sovereign governments.

10. Obligations issued, guaranteed or assumed by the International Bank for Reconstruction andDevelopment “IBRD” (World Bank).

11. Any of the aforementioned that are issued under SEC Rule 144A exemption.



Credit Quality

The State Treasurer will in all cases place emphasis on securities of high credit quality and marketability. Holdings are subject to the following credit quality limitations at time of purchase.

1. Negotiable certificates of deposit, negotiable bank notes and bankers acceptances. Negotiablecertificates of deposit, negotiable bank notes and bankers acceptances of domestic banks anddomestic offices of foreign banks must have at least two of the following ratings: at least A-1/P-1/F-1 by Standard & Poor’s, Moody’s or Fitch respectively for maturities of one year or less asdefined by SEC Rule 2a-7. The securities must have at least two of the following ratings: atleast AA/Aa/AA by Standard & Poor's, Moody's or Fitch respectively for maturities exceedingone year and not exceeding five years.

2. Commercial paper. Commercial paper notes of domestic corporations must have at least twoof the following ratings: at least A-1/P-1/F-1 by Standard & Poor's, Moody's or Fitchrespectively.

3. Corporate notes and bonds. Corporate securities must have at least two of the followingratings: at least A-/A3/A- by Standard & Poor's, Moody's or Fitch respectively. However, eachexternal investment manager may invest up to 10% of their portfolio in high quality corporatebonds with a rating of at least BBB or Baa2 by two rating agencies. One of the two qualifyingratings shall be at least BBB/Baa2/BBB by Standard & Poor's, Moody's or Fitch respectively.

4. Municipal securities. Taxable and tax-exempt municipal securities must be rated at leastA3/A- or equivalent, by two nationally recognized rating agencies, one of which must be eitherMoody’s Investors Service or Standard & Poor’s.

5. Asset-backed securities and mortgage related securities. Asset-backed securities, mortgage-backed securities including all private label mortgage related-securities, CommercialMortgage-Backed Securities (CMBS) and Collateralized Mortgage Obligations (CMOs) mustbe rated at least AAA or Aaa by two rating agencies. One of the two qualifying ratings shall beat least AAA/Aaa/AAA by Standard & Poor's, Moody's or Fitch respectively.

6. U.S. Dollar denominated obligations of sovereign governments. Sovereign debt must havereceived at least two of the following ratings: at least AAA/Aaa/AAA by Standard & Poor's,Moody's or Fitch respectively.

Downgraded Securities (Out-of-Compliance)

Should a security fail to meet the required credit quality limitations after purchase (i.e. credit downgrades), the external manager shall notify the Treasury Investment Staff and the Investment Consultant in writing promptly, but no later than 3 business days after the security fails to meet the credit quality limitations. Such security must then be sold within 30 calendar days, unless retention of the security is approved in writing by the Treasury Investment staff.

If a manager is allowed to retain an out-of-compliance security, the manager shall submit a monthly write-up to the Treasury Investment Staff and the Investment Consultant. The write-up must include the manager’s rationale (both qualitative and quantitative) on why they believe the security should continue to be considered for an exception.



Diversification

The State Treasurer will diversify investments by security type and by issuer and the following shall apply:

1. The Primary Liquidity Portfolio will be diversified with no more than 4% of the value of thefund invested in the securities of any single issuer. This limitation shall not apply tosecurities of the U.S. Government, or Agency thereof, U.S. Government sponsoredcorporation securities, securities fully insured by the U.S. Government or securities fullyguaranteed by the U.S. Government

2. The maximum percentage of the Primary Liquidity Portfolio in each eligible security type islimited as follows:

U.S. Treasury and Agency Securities 100% Non-Negotiable Certificates of Deposit under the Virginia

Securities for Public Deposits Act ”SPDA” 5% Repurchase Agreements and/or Money Market Funds 50% Negotiable Certificates of Deposit, Negotiable Bank Deposit Notes

and Bankers Acceptances, 40% Commercial Paper 35% Corporate Notes 25% Municipal Securities 10% Obligations of Sovereign Governments 10% International Bank for Reconstruction and Development “IBRD”

(World Bank) 5%

3. Each individual portfolio within the Extended Duration and Credit Portfolio will bediversified with no more than 3% of the market value of the portfolio invested in thesecurities of any single issuer. This limitation shall not apply to securities of the U.S.Government, or Agency thereof, U.S. Government sponsored corporation securities,securities fully insured by the U.S. Government or securities fully guaranteed by the U.S.Government

4. The maximum percentage of each portfolio within the Extended Duration and CreditPortfolio in each eligible security type is limited as follows:

U.S. Treasury and Agency Securities 100% Negotiable Certificates of Deposit and Negotiable Bank

Deposit Notes 10% Corporate Bonds/Notes 50% Municipal Securities 10% Asset-Backed Securities

Short Duration Managers 20% Intermediate & Extended Duration Managers 10%

Combined MBS, CMBS, CMO Short Duration Managers

Total Mortgage-Backed Securities (MBS) 20% Private Label Residential Mortgages 5% Commercial Mortgage-Backed Securities (CMBS) 10% Agency Collateralized Mortgage Obligations (CMOs) 10%



Intermediate & Extended Duration Managers Total Mortgage-Backed Securities (MBS) 50%

Private Label Residential Mortgages 5% Commercial Mortgage-Backed Securities (CMBS) 10% Agency Collateralized Mortgage Obligations (CMOs) 10%

Obligations of Sovereign Governments 10% Money Market Funds (excluding transitional cash) 10% SEC Rule 144A Securities 10%

5. All money market assets in the Extended Duration and Credit Portfolio shall be invested ina high quality short-term investment fund designated by the Treasury Investment Staff andmade available by the General Account Master Custodian.

Prohibited Investments or Actions

1. Any security not strictly authorized above must be approved in advance, in writing, by theTreasury Investment Staff.

2. Futures, options, options on futures, margin buying, leveraging, and commodities.Forward trades are permitted as long as they are procured during normal "when issued"periods for individual markets and as long as cash is reserved or a security will mature tocover the purchase.

3. Securities with the ability to defer interest and securities with the ability to convert toperpetual maturities.

4. Inverse floaters, IOs, POs, CDOs and Z-tranche securities.

Duration Limitations

To the extent necessary, the State Treasurer will attempt to match investments with anticipated cash requirements. Additional funds will be invested at maturities determined to be most beneficial to the portfolio. The following duration limitations shall apply:

1. The maximum duration for any single corporate security may not exceed 15 years. Themaximum duration for any single asset-backed security, Private Label ResidentialMortgage, Commercial Mortgage-Backed Securities CMBS and Private Label and AgencyCollateralized Mortgage Obligations (CMOs) may not exceed five years. In the event theduration subsequently exceeds these limits, the external manager shall notify the TreasuryInvestment Staff who shall determine whether the security should be sold. The maximummaturity on any single sovereign government obligation, excluding the U.S., may notexceed five years at the time of settlement. The maximum maturity on any negotiablecertificate of deposit and negotiable bank deposit note may not exceed five years. For thePrimary Liquidity Portfolio, the maximum duration/maturity for any single security is fiveyears.

2. The target duration (years) for the Primary Liquidity Portfolio and each Extended Durationand Credit Portfolio, are as follows:


Target Duration

Primary Liquidity Portfolio 1.0 or less at the discretion of the CIO Short Duration Portfolio Benchmark Intermediate Duration Portfolio Benchmark Long Duration Portfolio Benchmark

3. The above target durations, coupled with the Asset Mix Policy previously described, aredesigned to establish a target duration of approximately 3.6 years for the ExtendedDuration and Credit Portfolio and a target of 1.7 years for the overall General Account.Extended Duration and Credit Portfolio Managers minimum and maximum duration aroundthe benchmark is limited to +-10%. The Asset Mix Policy and the target durationguidelines shall be reviewed at least annually by the Treasury Investment Staff, andmodified as conditions warrant.

For purposes of this section, duration shall be defined as the industry standard effectiveduration as calculated by Bloomberg or other well-established models available. Inaddition, for purposes of asset-backed securities and mortgage-backed securities, theprepayment assumptions to be used in the effective duration calculation will be theBloomberg median prepayment assumptions or other well-established models available.In the absence of a median prepayment assumption available in Bloomberg, theassumption to be used shall be that which provides the greatest principal protection to theportfolio.

Securities Lending

Securities lending will be performed for the General Account portfolio under an approved agreement and separate Securities Lending Policies and Guidelines. Net lending income will be added to the General Account income.

General Account Benchmarks

Total General Account:

Primary Liquidity Portfolio:

Composite weighted 75% Primary Liquidity Portfolio benchmark, 25% Extended Duration and Credit Portfolio benchmark

9 month rolling average of Treasury One-year Constant Maturity

Extended Duration and Credit Portfolio: Composite weighted 20% Short Duration benchmark, 60% Intermediate Duration benchmark, 20% Extended Duration benchmark

Short Duration Portfolio:

Intermediate Duration Portfolio:

Long Duration Portfolio:

Bloomberg Capital 1-3 Year Government/Credit index

85% Bloomberg Capital Intermediate Government/Credit Index, 15% Bloomberg Capital MBS Fixed Rate Index.

Composite weighted 83% Bloomberg Capital Aggregate Bond Index, 17% Bloomberg Capital Long Government/Credit Index.




STANDARDS OF INVESTMENT PERFORMANCE

Performance results of the Primary Liquidity Portfolio shall be dollar-weighted. Performance results for the Extended Duration and Credit Portfolio, and for each individual portfolio component, shall be time-weighted and measured net of investment management fees.


Primary Liquidity Portfolio Exceed the Primary Liquidity Portfolio benchmark by 10 basis points

Short Extended Duration Portfolio Exceed the Short Duration Portfolio benchmark.

Underperformance should not exceed 35 basis points over a rolling 4 quarter period.

Intermediate Extended Duration Portfolio

Exceed the Intermediate Duration Portfolio benchmark.


Long Extended Duration Portfolio Exceed the Long Duration Portfolio benchmark.




REPORTING REQUIREMENTS

Treasury Responsibilities

The State Treasurer is charged with the responsibility of reporting to the Treasury Board on a monthly basis. These reports will include investment performance information, security holdings by manager, and security market values by manager. Additional information will be provided if deemed appropriate or if requested. Treasury Investment Staff will arrange for the Investment Consultant to present a quarterly performance review of each external investment portfolio including any out-of-compliance securities and any additional reporting deemed appropriate or requested. This Statement of Investment Policy & Goals shall be reviewed at least annually by the Treasury Investment Staff and, if appropriate, amended at such times as the Treasury Board shall determine.

Investment Manager Responsibilities

Each investment manager shall have the responsibility to:

1. Within 30 days of each month end, reconcile all transactions, market values, securityholdings, and cash flows with the General Account Master Custodian and provide a writtenreport to the Custodian, with a copy to the Treasury of all areas of discrepancy ordisagreement with the Master Custodian.

2. Report monthly performance against the benchmarks established for the account by thefifth business day of the following month.

3. Provide quantitative quarterly performance attribution relative to the appropriatebenchmark. Provide quarterly reports concerning investment strategy, includingquantitative performance attribution based on interest rate risk, sector allocation andsecurity selection. Provide an economic and investment outlook by the end of the followingmonth.

4. Provide a monthly report that lists each out-of-compliance security and detailed rationalefor continuing to hold and the targeted outcome.

5. Provide a quarterly accounting of any professional staff turnover that would impact thisrelationship. Any material event that has an impact on the ownership of the investmentorganization or the management of this account must be reported immediately to TreasuryInvestment Staff.

6. Attend an annual meeting with Treasury and Investment Consultant Staff to review theperformance of the portfolio, current outlook and the investment policies and goals of theCommonwealth of Virginia General Account Investment Fund.


Tobacco Indemnification and Community Revitalization Endowment (TICR Taxable & Tax-Exempt)

Portfolio Evaluation for Periods Ending June 30, 2022

TICR - TaxableTICR - Tax-ExemptInvestment Policy GuidelinesDowngrades

SectionI.II.III.IV.

Wells Fargo Advisors is a trade name used by Wells Fargo Clearing Services, LLC, Member SIPC, a registered broker-dealer and non-bank affiliates of Wells Fargo & Company.

Investment and Insurance Products Are:

Not insured by the FDIC or Any Federal Government Agency

Not a Deposit or Other Obligation of, or Guaranteed by, the Bank or

Any Bank Affiliate

Subject to Investment Risks, Including Possible Loss of the

Principal Amount Invested

Joseph W. Montgomery, CFP®, AIF® R. Bryce Lee, CFA, CIMA®, CAIA, FRM, AIF® Karen H. Logan, CIMA®, AIF®Managing Director - Investments Managing Director - Investments Senior Institutional Consultant

[email protected] [email protected] [email protected]

Jeffrey E. Rakes Robin S. Wilcox, AIF®Senior Institutional Consultant Vice President - Investments

[email protected] [email protected]

428 McLaws Circle Williamsburg, VA 23185

888-465-8422


Information contained within this report has been developed for the Commonwealth of Virginia Department of the Treasury, its Staff,and Board members. Distribution of this material without the express written consent of Wells Fargo Advisors is strictly prohibited.

blank



Data Sources: Zephyr StyleAdvisor & Barclay’s Capital

Capital Markets Review: For Periods Ending June 30, 2022Economic Commentary: As the U.S. economic growth windsdown, the Federal Reserve (Fed) is left with a potential dilemma.Both manufacturing and service-industry growth were slowing at mid-year, leaving the economy increasingly vulnerable to a moderaterecession during the second half of 2022. Drivers of spending havebecome broadly less supportive. Real income has declined, savingrates are below average, and capital spending plans rolled over at thestart of the year. The biggest 12-month increase in mortgage ratessince 1981 is squeezing housing affordability and a strengtheningdollar has left U.S. export competitiveness at its weakest in 35 years.

A looming dilemma for the Fed is whether to risk entrenchinginflation by reversing a recent decline in the inflation-adjusted moneysupply by pumping up the monetary base (i.e., currency and bankreserves making up the raw material for creating money) or push backon a still-ample supply of money relative to gross domestic product(GDP) and risk an excessive pullback in market liquidity. Financialstress is on the rise, though it remains just a fraction of its readingduring the worst of the pandemic and during the global financial crisis14 years ago.

The dollar’s rally in the foreign exchange market this year has left U.S.competitiveness at a 35-year low, contributing to a further loss of U.S.market share in the global economy. The dollar strength and theresulting loss of international competitiveness may combine with alooming global growth slowdown to impede improvement in the U.S.foreign trade deficit.

Rising consumer and producer inflation readings during the first halfof the year coupled with aggressive rate hikes from the Fed causedyields of U.S. Treasury securities to rise relatively higher across thecurve. However, concerns about economic growth in late June beganto conflict with persistently high inflation, causing some volatility.Higher U.S. Treasury yields and tighter European Central Bank policycontinued to push yields up in the second quarter, so hedged returnswere negative (-4.6%). Currency declines added to losses forunhedged DM bonds (-12.5%) as the euro, pound, and yen weakenedversus the U.S. dollar.

Page 3

Index Name 2Q22 YTD 1 Year 3 Year 5 Years 10 Years

Dow Jones Industrial Average (10.8) (14.4) (9.1) 7.2 10.0 11.7NASDAQ (22.3) (29.2) (23.4) 12.2 13.5 15.4S&P 500 (16.1) (20.0) (10.6) 10.6 11.3 13.0Russell 1000 (16.7) (20.9) (13.0) 10.2 11.0 12.8Russell 1000 Value (12.2) (12.9) (6.8) 6.9 7.2 10.5Russell 1000 Growth (20.9) (28.1) (18.8) 12.6 14.3 14.8Russell Midcap (16.8) (21.6) (17.3) 6.6 8.0 11.3Russell Midcap Value (14.7) (16.2) (10.0) 6.7 6.3 10.6Russell Midcap Growth (21.1) (31.0) (29.6) 4.3 8.9 11.5Russell 2000 (17.2) (23.4) (25.2) 4.2 5.2 9.4Russell 2000 Value (15.3) (17.3) (16.3) 6.2 4.9 9.1Russell 2000 Growth (19.3) (29.5) (33.4) 1.4 4.8 9.3Russell 2500 (17.0) (21.8) (21.0) 5.9 7.0 10.5Russell 3000 (16.7) (21.1) (13.9) 9.8 10.6 12.6

MSCI EAFE Index (14.5) (19.6) (17.8) 1.1 2.2 5.4MSCI EM (EMERGING MARKETS) (11.4) (17.6) (25.3) 0.6 2.2 3.1MSCI FM (FRONTIER MARKETS) (13.8) (20.6) (17.3) 0.6 1.6 5.1MSCI ACWI (15.7) (20.2) (15.8) 6.2 7.0 8.8MSCI ACWI ex USA (13.7) (18.4) (19.4) 1.4 2.5 4.8

Bloomberg U.S. Aggregate (4.7) (10.3) (10.3) (0.9) 0.9 1.5Bloomberg U.S. Government/Credit (5.0) (11.0) (10.9) (0.8) 1.0 1.7Bloomberg Municipal Bond (2.9) (9.0) (8.6) (0.2) 1.5 2.4ICE BofA Merrill Lynch Convertible Securities (15.7) (20.2) (20.6) 10.1 10.0 10.6ICE BofA Merrill Lynch High Yield Master (10.0) (14.0) (12.7) (0.0) 2.0 4.4JPM GBI-EM Global Ex US (8.6) (14.5) (19.3) (5.8) (2.3) (1.5)JPM EMBI Global Diversified (11.4) (20.3) (21.2) (5.2) (1.2) 2.2FTSE World Government Bond Index (8.9) (14.8) (16.8) (4.3) (1.2) (0.7)

FTSE Nareit All Equity REITs (14.7) (19.2) (5.9) 5.3 6.7 8.3Dow UBS Commodity Index (3.7) 21.2 28.6 16.6 11.2 0.8



blank



Intermediate Duration Taxable Portfolio: The portfolio managed byDodge & Cox lost 2.6% for the quarter, 0.4% worse than thebenchmark. For the fiscal year, the portfolio declined 7.5% compared toa loss of 7.0%. For the quarter security selection was negative as certainissuers underperformed such as Pemex, UniCredit, and Petrobras. Thiswas somewhat offset by outperformance of certain Agency MBS issuers.Asset allocation was negative as the portfolio's underweight to Treasuriesand overweight to Financials and Industrials detracted from relativereturns. The portfolio's shorter duration contributed to relative returns.Key rate duration positioning detracted from relative returns.

Segall Bryant & Hamill The portfolio matched its benchmark in thesecond quarter, returning -2.2%. Absolute returns were negative onceagain as interest rates rose in the quarter. Credit spreads widened also,leading to the underperformance of corporate bonds and most other“risk” assets; this was a little detrimental to relative returns as theportfolio remains overweight credit securities. Conversely, anunderweight to mortgage-backed securities was helpful as the sector alsounderperformed Treasuries. Aiding the relative return profile were theshort duration position (reduced interest rate exposure) and a modestyield advantage relative to the benchmark.

I. TICR – Taxable: Executive SummaryTICR Taxable Total Portfolio: The TICR Taxable Total Portfoliolost 1.9% for the second quarter compared to the benchmark decline of1.8%. Over the fiscal year period, the portfolio outpaced the benchmarkby 0.1% but still posted a loss of 6.0%.

The second quarter of 2022 was plagued by heightened volatility amidstongoing geopolitical tensions, inflationary pressures, and a hawkishFederal Reserve (Fed) which ultimately led to fears of an economicslowdown. Disrupted supply-chains due to Russia’s invasion of Ukraine,lingering impacts from COVID-19, and lockdowns in China putadditional stress on the price of consumer goods, particularly food andenergy prices. This was evident from the April and May CPI data – an8.3% and 8.6% increase year-over-year, respectively – which suggestsinflation is far from normalizing. Investors reacted by revising expectedFed rate hikes upward; the anticipated fed funds rate for December 2022increased from 2.40% as of March to 3.38% as of June. Treasury yieldsmoved in tandem with hiking expectations, with the 2-year and 10-yearrate increasing from 2.34% for both tenors, to 2.96% and 3.44%,respectively. As investors expected, the elevated inflation numbersprompted the Fed to take action. The central bank hiked the fed fundsrate twice, by 50bps in May and 75bps in June, to a range of 1.50-1.75%,and announced plans to aggressively reduce its balance sheet ofTreasuries and agency mortgage-backed securities (MBS). Fed ChairPowell acknowledged the difficulty of engineering a soft landing andadmitted a recession is “certainly a possibility”. This came after US realGDP contracted at an annualized rate of 1.6% in the first quarter.

Short Duration Taxable Portfolio: Income Research +Management (IR+M)’s portfolio matched its index in the secondquarter of 2022, returning a loss of 0.6%. The portfolio's overweight toFinance and underweight to Treasuries detracted from performancefrom an asset allocation standpoint. However, security selection withinFinance, Industrials and Agency Multi Fam contributed to performance.

Page 5



TICR – Taxable: Summary

* Returns are reported by JP Morgan Chase1 Annualized2 November 1, 20073 25% Short Duration Benchmark, 75% Intermediate Duration Benchmark4 Western Asset Management was terminated in the first quarter of 2009.

TICR - Taxable Target Allocation Allocation as of June 30, 2022

Page 6


Inception2Inception

Benchmark

Average Duration

Average Maturity

Average Quality

100% 169,236,095$ Total TICR - Taxable(ex-Yield Restricted) (1.9) (6.0) (6.0) (0.0) 1.0 1.4 2.5 2.5 3.21 4.11 AA

Target Benchmark 3 (1.8) (6.1) (6.1) (0.1) 1.1 1.3 3.61 4.03 AA+

29% 49,318,809$ Total Short Duration (0.6) (3.3) (3.3) 0.6 1.2 1.2 2.2 1.7 1.75 1.93 AABarclays 1-3 Gov't/Credit Index A-Rated and Above + 10bps (0.6) (3.4) (3.4) 0.4 1.1 1.0 1.91 1.98 AA

29% 49,318,809$ IR+M (0.6) (3.3) (3.3) 0.6 1.2 -- 2.2 1.7 1.75 1.93 AA

71% 119,891,148$ Total Intermediate Duration4 (2.4) (7.1) (7.1) (0.3) 1.0 1.5 2.6 2.7 3.82 5.00 AA+85% BCIGC A-Rated and Above/15% BC Fixed Rate MBS + 10bps (2.2) (7.0) (7.0) (0.3) 1.0 1.3 4.17 4.71 AA+

36% 61,106,359$ Dodge & Cox (2.6) (7.5) (7.5) (0.3) 0.9 1.5 3.0 2.7 3.83 5.35 AA+35% 58,784,790$ Segall Bryant & Hamill (formerly Denver) (2.2) (6.7) (6.7) (0.2) 1.0 1.4 2.3 2.5 3.80 4.64 AA+

0% 26,138$ Invesco Treasury Portfolio Institutional Shares Fund 0.1 0.2 0.2 0.5 1.0 0.5 0.6




Source: JP Morgan Chase* Please note that values include accruals for each account.

TICR – Taxable: Financial ReconciliationFiscal Year To Date 2022

Current Financial Reconciliation

Total portfolio market value does not include money market funds.

Page 7

Short Duration

IR+M Dodge & CoxSegall Bryant

& Hamill Total PortfolioMarket Value (6/30/21) 56,484,684 73,232,724 69,925,664 199,643,072 Net Contributions/Other Receipts 0 0 0 0Net Withdrawals/Other Payouts (5,389,000) (7,019,000) (6,731,000) (19,139,000)Expenses (50,101) (104,113) (108,061) (262,275)Net Cash Flow (5,439,101) (7,123,113) (6,839,061) (19,401,275) Earned Income 791,478 1,506,084 1,552,270 3,849,832Net Realized Gain/(Loss) (224,707) (870,329) (710,239) (1,805,275)Change in Unrealized Gain/(Loss) (2,293,546) (5,639,006) (5,143,844) (13,076,396)Total Investment Gain/(Loss) (1,726,774) (5,003,252) (4,301,813) (11,031,839) Market Value (6/30/22) 49,318,809 61,106,359 58,784,790 169,209,957

Intermediate Duration

UnrealizedFixed Income Cash Equiv. Market Value % of Total Cost Value Gain/(Loss)

IR+M 49,050,521 268,288 49,318,809 29.1% 51,143,083 (1,824,274)Short Duration Portfolio 49,050,521 268,288 49,318,809 29.1% 51,143,083 (1,824,274)

Dodge & Cox 58,111,632 2,994,727 61,106,359 36.1% 65,031,628 (3,925,269) Segall Bryant & Hamill 58,434,096 350,693 58,784,790 34.7% 62,794,749 (4,009,960)Intermediate Duration Portfolio 116,545,728 3,345,420 119,891,148 70.8% 127,826,377 (7,935,228)

Total Short & Intermediate 165,596,249 3,613,708 169,209,957 100.0% 178,969,459 (9,759,502)

Invesco Treasury Portfolio Inst. Shares Fund - 26,138 26,138 0.0% 26,138 -

Total Portfolio 165,596,249 3,639,846 169,236,095 100% 178,995,597 (9,759,502) 97.8% 2.2% 100.0%



TICR – Taxable: Account History

$611,617,000

$169,240,000

Page 8



TICR – Taxable: Total Characteristics

Page 9

Total Portfolio 3Q21 4Q21 1Q22 2Q22 Rolling 1-Year

Gross Return 0.10 (0.58) (3.65) (1.86) (5.90)Benchmark Return 0.05 (0.53) (3.92) (1.81) (6.11)Alpha 0.05 (0.05) 0.27 (0.05) 0.21

Allocation 0.00 (0.04) (0.12) (0.18) (0.34)Security Selection 0.07 (0.05) (0.02) (0.20) (0.21)Duration/Yield Curve (0.03) 0.10 0.35 0.14 0.56Intraday Trans/Pricing/Residual (0.02) 0.01 0.00 0.27 0.26Other 0.03 (0.06) 0.05 (0.08) (0.06)



Average Quality Taxable YTM


Tracking Error

Short Duration Taxable 1.75 1.93 AA 3.33 1.45 0.03 0.64 Intermediate Duration Taxable 3.82 5.00 AA+ 3.51 2.49 (0.02) 0.60 Total Fund 3.21 4.11 AA 3.46 2.18 (0.01) 0.61

Benchmark 3.61 4.03 AA+ 3.27 1.84 0.14

Difference (0.39) 0.08 0.19 0.35 (0.15)


As of June 30, 2022

3.61



TICR – Taxable: Total Characteristics

Page 10

Sector AllocationShort

DurationIntermediate

DurationTotal Fund

Policy Max Bench

Over/Under Weight

Treasury 35.4 27.2 29.6 100.0 65.5 (35.9)Agency 1.9 2.4 2.3 100.0 6.0 (3.7)Corporate 33.4 30.0 31.0 50.0 15.2 15.8MBS 4.6 24.0 18.3 50.0 11.3 7.1CMBS 8.8 1.3 3.5 10.0 0.0CMO 0.0 2.7 1.9 10.0 0.0PAC 0.0 0.0 0.0 20.0 0.0ABS 14.3 6.7 8.9 20.0 0.0Cash & Equiv. 0.3 2.0 1.5 0.0Other 1.3 3.7 3.0 2.2

100.0 100.0 100.0 100.0

As of June 30, 2022

Short Intermediate Total Over/UnderQuality Distribution Duration Duration Fund Bench WeightTreasury/Agency 37.2 29.6 31.8 79.4 (47.6)Aaa 27.7 36.3 33.8 3.9 29.9Aa 4.5 7.1 6.3 2.9 3.4A 30.2 24.5 26.2 13.8 12.4Baa 0.0 0.6 0.4 0.0 0.4Other 0.4 1.9 1.5 0.0 1.5

100.0 100.0 100.0 100.0




Manager vs Benchmark: ReturnNovember 2007 - June 2022 (not annualized if less than 1 year)

Retu

rn

-6

-4

-2

0

2

4


TICR Taxable Total Fund (gross)TICR Taxable Total Fund (net)TICR Taxable Total Fund Benchmark


TICR Taxable Total Fund (gross)

TICR Taxable Total Fund (net)

TICR Taxable Total Fund Benchmark


-1.86% -5.90% -5.90% 0.11% 1.19% 1.51% 2.62%

-1.90% -6.03% -6.03% -0.03% 1.04% 1.36% 2.47%

-1.81% -6.11% -6.11% -0.12% 1.05% 1.26% 2.45%

TICR – Taxable: Total Performance



Universe: Rolling Three-Year ResultsZephyr StyleADVISOR

Zephyr StyleADVISOR: Wells Fargo Advisors - Williamsburg VAManager vs Zephyr Medium Duration High Credit Universe (Morningstar): Return RankNovember 2007 - June 2022 (36-Month Moving Windows, Computed Monthly)

Retu

rn R

ank

100%

75%

Median

25%

0%

Oct 2010 Dec 2014 Dec 2019 Jun 2022

TICR Taxable Total Fund (gross)TICR Taxable Total Fund (net)TICR Taxable Total Fund Benchmark5th to 25th Percentile25th Percentile to MedianMedian to 75th Percentile75th to 95th Percentile

Manager vs Zephyr Medium Duration High Credit Universe (Morningstar): ReturnNovember 2007 - June 2022 (12-Month Moving Windows, Computed Monthly)




Jun 2009

67 mng

Jun 2010

70 mng

Jun 2011

73 mng

Jun 2012

78 mng

Jun 2013

79 mng

Jun 2014

79 mng

Jun 2015

81 mng

Jun 2016

84 mng

Jun 2017

87 mng

Jun 2018

94 mng

Jun 2019

98 mng

Jun 2020

102 mng

Jun 2021

104 mng

4.75% 7.30% 3.65% 4.75% 0.83% 3.01% 1.71% 3.78% -0.06% 0.02% 5.68% 6.44% 0.19%

4.57% 7.15% 3.51% 4.59% 0.69% 2.83% 1.55% 3.63% -0.21% -0.13% 5.52% 6.28% 0.04%

6.00% 6.41% 3.05% 4.20% 0.09% 2.29% 1.72% 3.66% -0.36% -0.25% 5.99% 6.40% -0.27%

Jun 2022

107 mng

-5.90%

-6.03%

-6.11%



-6%

-4%

-2%

0%

2%

4%

6%

8%

YTD 2021 2020 2019 2018 2017 2016 2015 2014 2013 2012 2011 2010 2009 2008





YTD 2021 2020 2019 2018 2017 2016 2015 2014 2013 2012 2011 2010 2009 2008

-5.44% -1.15% 5.74% 5.42% 1.32% 1.83% 1.74% 1.42% 2.99% -0.09% 4.22% 4.69% 5.21% 6.04% 3.47%

-5.51% -1.29% 5.58% 5.26% 1.16% 1.67% 1.60% 1.26% 2.81% -0.24% 4.08% 4.53% 5.08% 5.87% 3.30%

-5.66% -1.17% 5.28% 5.53% 1.39% 1.57% 1.47% 1.28% 2.77% -0.57% 2.65% 4.89% 4.39% 4.66% 5.89%

Page 11




Up/Down Capture: InceptionRisk/Return (From 11/1/07)

TICR – Taxable: Total Risk Measures


Upside / DownsideNovember 2007 - June 2022 (Single Computation)

Ups

ide%

80

85

90

95

100

105

110

115

120

Downside%80 85 90 95 100 105 110 115 120






Up Down UpMarket


CaptureDown

Capture R-Squared

114 62 0.57 -0.34 2.67 -1.93 11.06 -5.90 96.5 83.4 91.23

112 64 0.55 -0.35 2.67 -1.93 10.88 -6.03 94.0 85.9 91.20

108 68 0.59 -0.40 2.86 -2.19 10.19 -6.11 100.0 100.0 100.00


Risk / ReturnNovember 2007 - June 2022 (Single Computation)

Retu

rn

-5%

0%

5%

10%

15%




Market Benchmark:TICR Taxable Total Fund Benchmark




Return(%)

Std Dev(%)

Betavs.

Market

Alphavs. Market

(%)

R-Squaredvs. Market

(%)

SharpeRatio


(%)Observs.

2.62 2.20 0.9035 0.41 91.23 0.9120 0.6905 176

2.47 2.20 0.9020 0.26 91.20 0.8438 0.6918 176

2.45 2.33 1.0000 0.00 100.00 0.7870 0.0000 176

Page 12





TICR – Taxable: Total Risk Measures


Manager vs Benchmark: Multi-StatisticNovember 2007 - June 2022 (not annualized if less than 1 year)

Shar

pe R

atio

-2.50

-2.00

-1.50

-1.00

-0.50

0.00

0.50

1.00



Sorti

no R

atio

(MA

R =

Cas

h E

q.)

-2.00

-1.50

-1.00

-0.50

0.00

0.50

1.00

1.50

2.00



Info

rmat

ion

Ratio

0.00

0.10

0.20

0.30

0.40

0.50

0.60



Page 13



Data Sources: IR+M, Barclays

TICR – Taxable: Short Duration Characteristics

Page 14

Quarterly Attribution - IR+M 3Q21 4Q21 1Q22 2Q22 Rolling 1-Year

Gross Return 0.10 (0.54) (2.26) (0.58) (3.25)Benchmark Return 0.10 (0.54) (2.46) (0.55) (3.42)Alpha 0.00 0.00 0.20 (0.03) 0.17

Allocation 0.01 (0.01) (0.04) (0.06) (0.10)Security Selection 0.02 (0.01) (0.07) 0.07 0.01Duration/Yield Curve (0.02) 0.08 0.33 0.02 0.41Intraday Trans/Pricing/Residual 0.00 0.01 (0.01) (0.04) (0.04)Other (0.01) (0.07) (0.01) (0.02) (0.11)



Average Quality YTM


Tracking Error (5y)

IR+M 1.75 1.93 AA 3.33 1.45 0.03 0.64

Short Duration Taxable 1.75 1.93 AA 3.33 1.45 0.03 0.64

Benchmark 1.91 1.98 AA 3.12 1.67 0.05 n/a

Difference (0.16) (0.05) 0.21 (0.22) (0.02)


As of June 30, 2022

1.91



TICR – Taxable: Short Duration Characteristics


Sector Allocation Other includes: Non-US Sovereign, Supranational, and Foreign Agencies

Page 15

Sector Allocation IR+M Policy Max BenchOver/(Under)

(vs Bench)Treasury 35.4 100.0 75.4 (40.0)Agency 1.9 100.0 3.7 (1.8)Corporate 33.4 50.0 14.3 19.1MBS 4.6 20.0 0.0 4.6CMBS 8.8 10.0 0.0 8.8CMO 0.0 10.0 0.0 0.0PAC 0.0 10.0 0.0 0.0ABS 14.3 20.0 0.0 14.3Cash & Equiv. 0.3 0.0 0.3Other 1.3 6.6 (5.3) Total 100.0 100.0

As of June 30, 2022

Over/UnderQuality Distribution IR+M Bench WeightTreasury/Agency 37.2 79.0 (41.8)Aaa 27.7 5.0 22.7Aa 4.5 2.9 1.6A 30.2 13.1 17.1Baa 0.0 0.0 0.0Other 0.4 0.0 0.4 Total 100.0 100.0

US Treasury 8.50%US Treasury 7.73%US Treasury 7.62%US Treasury 7.35%US Treasury 4.19%Bank of America 1.50%Shell International 1.40%Lloyds Banking 1.07%BMW 1.05%Morgan Stanley 1.05%

Bank of America 1.50%Shell International 1.40%Lloyds Banking Group 1.07%Morgan Stanley 1.05%Chevron 1.01%Royal Bank of Canada 0.97%Truist 0.88%American Express 0.84%Bank of Montreal 0.83%Bank of Nova Scotia 0.78%

Top 10 Corporate Exposure

Top 10 Overall Holdings





Retu

rn

-4

-3

-2

-1

0

1

2

3


IR&M (gross)IR&M (net)Short Duration Index


IR&M (gross)

IR&M (net)

Short Duration Index


-0.58% -3.25% -3.25% 0.72% 1.36% 1.31% 2.33%

-0.60% -3.34% -3.34% 0.61% 1.24% 1.19% 2.20%

-0.55% -3.42% -3.42% 0.37% 1.11% 1.02% 1.65%


Manager vs Morningstar Short-Term Bond: Return RankNovember 2007 - June 2022 (36-Month Moving Windows, Computed Monthly)

Retu

rn R

ank

100%

75%

Median

25%

0%

Oct 2010 Dec 2014 Dec 2019 Jun 2022

IR&M (gross)IR&M (net)Short Duration Index5th to 25th Percentile25th Percentile to MedianMedian to 75th Percentile75th to 95th Percentile

Manager vs Morningstar Short-Term Bond: ReturnNovember 2007 - June 2022 (12-Month Moving Windows, Computed Monthly)

IR&M (gross)

IR&M (net)


Jun 2009

389 mng

Jun 2010

396 mng

Jun 2011

404 mng

Jun 2012

407 mng

Jun 2013

442 mng

Jun 2014

464 mng

Jun 2015

478 mng

Jun 2016

499 mng

Jun 2017

510 mng

Jun 2018

528 mng

Jun 2019

534 mng

Jun 2020

554 mng

Jun 2021

567 mng

5.87% 6.27% 2.84% 2.58% 1.26% 1.60% 1.00% 2.00% 0.49% 0.32% 4.39% 4.78% 0.78%

5.74% 6.13% 2.71% 2.44% 1.13% 1.46% 0.85% 1.86% 0.36% 0.19% 4.26% 4.65% 0.67%

4.60% 2.84% 1.44% 1.14% 0.68% 1.07% 1.02% 1.61% 0.23% 0.24% 4.26% 4.36% 0.32%

Jun 2022

572 mng

-3.25%

-3.34%

-3.42%



-4%

-2%

0%

2%

4%

6%

8%

10%

12%

YTD 2021 2020 2019 2018 2017 2016 2015 2014 2013 2012 2011 2010 2009 2008


IR&M (gross)

IR&M (net)


YTD 2021 2020 2019 2018 2017 2016 2015 2014 2013 2012 2011 2010 2009 2008

-2.82% -0.32% 4.18% 4.03% 1.73% 0.99% 1.43% 1.04% 0.99% 0.84% 2.82% 2.52% 3.73% 10.37% 1.95%

-2.87% -0.42% 4.05% 3.90% 1.59% 0.87% 1.30% 0.89% 0.86% 0.71% 2.69% 2.39% 3.59% 10.24% 1.84%

-3.00% -0.44% 3.40% 3.92% 1.71% 0.78% 1.14% 0.77% 0.82% 0.62% 1.14% 1.50% 2.51% 0.90% 6.77%

TICR – Taxable: Short Duration Performance




Page 16





TICR – Taxable: Short Duration Risk Measures


Upside / DownsideNovember 2007 - June 2022 (Single Computation)

Ups

ide%

20

40

60

80

100

120

140

160

180

Downside%20 40 60 80 100 120 140 160 180



IR&M (gross)

IR&M (net)


Up Down UpMarket


CaptureDown

Capture R-Squared

126 50 0.33 -0.07 1.91 -2.55 12.92 -3.25 107.1 37.2 23.87

125 51 0.32 -0.08 1.91 -2.55 12.78 -3.34 103.6 42.6 23.90

116 60 0.31 -0.19 1.75 -1.36 6.99 -3.42 100.0 100.0 100.00


Risk / ReturnNovember 2007 - June 2022 (Single Computation)

Retu

rn

-5%

0%

5%

10%

15%

Standard Deviation0% 0.5% 1% 1.5% 2% 2.5%

IR&M (gross)

IR&M (net)

Market Benchmark:Short Duration Index

IR&M (gross)

IR&M (net)


Return(%)

Std Dev(%)

Betavs.

Market

Alphavs. Market

(%)

R-Squaredvs. Market

(%)

SharpeRatio


(%)Observs.

2.33 1.65 0.6192 1.31 23.87 1.0429 1.5220 176

2.20 1.65 0.6185 1.18 23.90 0.9682 1.5193 176

1.65 1.30 1.0000 0.00 100.00 0.8009 0.0000 176

Page 17





TICR – Taxable: Short Duration Risk Measures



Shar

pe R

atio

-2.50

-2.00

-1.50

-1.00

-0.50

0.00

0.50

1.00

1.50



Sorti

no R

atio

(MA

R =

Cas

h E

q.)

-2.00

-1.50

-1.00

-0.50

0.00

0.50

1.00

1.50

2.00



Info

rmat

ion

Ratio

0.00

0.10

0.20

0.30

0.40

0.50

0.60

0.70



Page 18



Data Sources: Dodge & Cox, SB&H, Barclays

TICR – Taxable: Intermediate Duration Characteristics

Page 19



Average Quality YTM


Tracking Error (5y)

Dodge & Cox 3.83 5.35 AA+ 3.53 2.59 (0.07) 0.66

Segall Bryant & Hamill 3.80 4.64 AA+ 3.49 2.38 0.03 0.54

Intermediate Duration Taxable 3.82 5.00 AA+ 3.51 2.49 (0.02) 0.60

Benchmark 4.17 4.71 AA+ 3.32 1.89 0.17

Difference (0.35) 0.29 0.19 0.60 (0.19)



As of June 30, 2022

4.17

3Q21 4Q21 1Q22 2Q22 Rolling 1-Year

Gross Return 0.05 (0.59) (4.32) (2.60) (7.31)Benchmark Return 0.04 (0.52) (4.40) (2.23) (6.99)Alpha 0.01 (0.07) 0.08 (0.37) (0.32)

Allocation 0.08 (0.09) (0.22) (0.29) (0.52)Security Selection 0.04 (0.15) 0.03 (0.64) (0.72)Duration/Yield Curve (0.05) 0.20 0.31 0.14 0.60Intraday Trans/Pricing/Residual (0.05) 0.01 0.01 0.79 0.76Other (0.01) (0.04) (0.05) (0.37) (0.44)

Quarterly Attribution - D&C3Q21 4Q21 1Q22 2Q22 Rolling 1-Year

0.14 (0.61) (4.07) (2.15) (6.58)0.04 (0.52) (4.40) (2.23) (6.99)0.10 (0.09) 0.33 0.08 0.41

(0.08) (0.02) (0.08) (0.17) (0.35)0.13 0.01 (0.02) 0.02 0.14(0.03) 0.00 0.41 0.25 0.630.00 0.00 0.00 0.00 0.000.08 (0.08) 0.02 (0.02) (0.01)

Quarterly Attribution - SB&H



Data Sources: Dodge & Cox, SB&H, Barclays

TICR – Taxable: Intermediate Duration Characteristics

Page 20

US Treasury 6.78% US Treasury 13.83%UMBS TBA 6.45% US Treasury 6.56%Fannie Mae 4.57% US Treasury 4.78%US Treasury 3.28% US Treasury 2.63%SLM Student Loan Trust 2.82% Freddie Mac 2.48%SLM Student Loan Trust 2.76% Federal Farm 2.45%Fannie Mae 2.69% US Treasury 2.41%HSBC 2.22% Honda 1.72%US Treasury 2.16% Pacific Corp 1.57%US Treasury 2.14% Freddie Mac 1.49%

Segall Bryant & HamillSLC Student Loan Trust 5.58% Pacificorp 1.60%HSBC 2.55% Chevron 1.40%Bank of America 2.12% Nstar Electric 1.20%United Health 1.90% Amazon 1.10%Novartis 1.81% Honeywell International 1.10%JPMorgan 1.81% Paccar Financial 1.00%Wells Fargo 1.78% Wells Fargo 1.00%Exxon 1.48% AvalonBay 1.00%Citibank 1.42% JP Morgan 1.00%Oracle 1.17% Bank of America 1.00%

Top Ten Overall Positions

As of June 30, 2022Top Ten Overall Corporate Positions

Dodge & Cox

Segall Bryant & HamillDodge & CoxAs of June 30, 2022

Dodge Total Policy Over/

(Under)& Cox Portfoli Max. Bench (vs Bench)

Treasury 21.0 33.6 27.2 100.0 62.2 (35.0)Agency 0.0 4.9 2.4 100.0 6.7 (4.3)Corporate 29.0 31.0 30.0 50.0 15.5 14.6MBS 34.3 13.3 24.0 50.0 15.0 9.0CMBS 0.0 2.7 1.3 10.0 0.0 1.3CMO 5.3 0.0 2.7 10.0 0.0 2.7PAC 0.0 0.0 0.0 10.0 0.0 0.0ABS 6.0 7.4 6.7 10.0 0.0 6.7Cash & Equiv. 3.8 0.2 2.0 0.0 2.0Other 0.6 7.0 3.7 0.7 3.1

100.0 100.0 100.0 100.0

As of June 30, 2022Segall

Bryant & HamillSector Allocation

Dodge Total Over/ Under

& Cox Portfoli Bench WeightTreasury/Agency 21.0 38.5 29.6 79.6 (50.0)Aaa 45.5 26.7 36.3 3.5 32.8Aa 4.8 9.5 7.1 2.9 4.1A 23.7 25.3 24.5 14.0 10.5Baa 1.2 0.0 0.6 0.0 0.6Other 3.8 0.0 1.9 0.0 1.9

100.0 100.0 100.0 100.0

Segall Bryant & Hamill

Quality Distribution




Manager vs Zephyr Medium Duration High Credit Universe (Morningstar): Return RankNovember 2007 - June 2022 (36-Month Moving Windows, Computed Monthly)

Retu

rn R

ank

100%

75%

Median

25%

0%

Oct 2010 Dec 2014 Dec 2019 Jun 2022

SBH (net)Dodge & Cox (net)Intermediate Benchmark5th to 25th Percentile25th Percentile to MedianMedian to 75th Percentile75th to 95th Percentile

Manager vs Zephyr Medium Duration High Credit Universe (Morningstar): ReturnNovember 2007 - June 2022 (12-Month Moving Windows, Computed Monthly)

SBH (net)

Dodge & Cox (net)


Jun 2009

67 mng

Jun 2010

70 mng

Jun 2011

73 mng

Jun 2012

78 mng

Jun 2013

79 mng

Jun 2014

79 mng

Jun 2015

81 mng

Jun 2016

84 mng

Jun 2017

87 mng

Jun 2018

94 mng

Jun 2019

98 mng

Jun 2020

102 mng

Jun 2021

104 mng

N/A 6.91% 3.53% 5.81% 0.10% 3.09% 1.60% 4.43% -0.60% -0.20% 6.14% 6.75% -0.19%

7.56% 8.07% 4.10% 5.34% 0.88% 3.82% 2.19% 4.27% -0.24% -0.34% 6.02% 7.17% -0.22%

6.00% 8.30% 3.89% 5.24% -0.11% 2.70% 1.95% 4.35% -0.58% -0.42% 6.58% 7.09% -0.47%

Jun 2022

107 mng

-6.73%

-7.45%

-6.99%



Retu

rn

-8

-6

-4

-2

0

2

4


SBH (net)Dodge & Cox (net)Intermediate Benchmark


SBH (net)

Dodge & Cox (net)



-2.20% -6.73% -6.73% -0.21% 1.03% 1.37% N/A

-2.63% -7.45% -7.45% -0.34% 0.90% 1.53% 2.99%

-2.23% -6.99% -6.99% -0.29% 1.02% 1.33% 2.74%






-8%

-6%

-4%

-2%

0%

2%

4%

6%

8%

YTD 2021 2020 2019 2018 2017 2016 2015 2014 2013 2012 2011 2010 2009 2008


SBH (net)

Dodge & Cox (net)


YTD 2021 2020 2019 2018 2017 2016 2015 2014 2013 2012 2011 2010 2009 2008

-6.22% -1.51% 5.99% 5.76% 1.14% 2.08% 1.57% 1.34% 3.31% -0.92% 3.71% 6.15% 5.80% N/A N/A

-6.87% -1.75% 6.45% 5.94% 0.82% 1.96% 1.87% 1.55% 4.12% -0.36% 5.53% 4.88% 5.46% 7.91% 5.43%

-6.54% -1.41% 5.92% 6.07% 1.28% 1.83% 1.57% 1.44% 3.43% -0.97% 3.16% 6.04% 5.96% 5.42% 5.69%

Page 21

TICR – Taxable: Intermediate Duration Performance




Up/Down Capture: Longest Common PeriodRisk/Return: Longest Common PeriodZephyr StyleADVISOR

Zephyr StyleADVISOR: Wells Fargo Advisors - Williamsburg VA

Upside / DownsideMarch 2009 - June 2022 (Single Computation)

Ups

ide%

80

85

90

95

100

105

110

115

120

Downside%80 85 90 95 100 105 110 115 120



SBH (net)

Dodge & Cox (net)


Up Down UpMarket


CaptureDown

Capture R-Squared

94 66 0.57 -0.43 1.61 -2.19 8.00 -6.73 92.0 92.9 95.03

106 54 0.60 -0.39 1.59 -2.34 9.02 -7.45 96.9 84.3 90.47

99 61 0.62 -0.46 1.65 -2.47 8.83 -6.99 100.0 100.0 100.00


Risk / ReturnMarch 2009 - June 2022 (Single Computation)

Retu

rn

-5%

0%

5%

10%

15%


SBH (net)

Dodge & Cox (net)


SBH (net)

Dodge & Cox (net)


Return(%)

Std Dev(%)

Betavs.

Market

Alphavs. Market

(%)

R-Squaredvs. Market

(%)

SharpeRatio


(%)Observs.

2.28 2.34 0.9333 -0.04 95.03 0.7657 0.5455 160

2.69 2.32 0.9039 0.44 90.47 0.9511 0.7530 160

2.48 2.44 1.0000 0.00 100.00 0.8171 0.0000 160

TICR – Taxable: Intermediate Duration Risk Measures

Page 22







Shar

pe R

atio

-2.50

-2.00

-1.50

-1.00

-0.50

0.00

0.50

1.00



Sorti

no R

atio

(MA

R =

Cas

h E

q.)

-2.00

-1.50

-1.00

-0.50

0.00

0.50

1.00

1.50

2.00



Info

rmat

ion

Ratio

-1.00

-0.80

-0.60

-0.40

-0.20

0.00

0.20

0.40

0.60



Page 23

TICR – Taxable: Intermediate Duration Risk Measures



blank



II. TICR - Tax-Exempt: Executive Summary

TICR Tax-Exempt Total Portfolio: The Virginia Tobacco Indemnification and Community Revitalization Endowment Muni portfolio underperformed its index ona relative basis in the second quarter of 2022, returning (1.0)% vs (0.8)%, respectively. The largest detractor to relative performance was intra-day pricing due toincreased volatility in the fixed income markets.

In the municipal market, yields continued rising in the second quarter, with the Bloomberg Municipal Index yield increasing 61bps to 3.21% after reaching as high as3.5%, just 4bps below the 11-year high. Municipals outperformed Treasuries, with the 10-year muni/Treasury ratio falling from 95% to 91%, near the historical averageof 88%. The ratio has been volatile, however, reaching as high as 104% in May. The 5-year muni/Treasury ratio, at 75%, closed well inside its longer-term average. Thedifference between 10- and 5-year municipal yield widened 28bps to 49bps. This compares to the Treasury curve which is inverted with the 5-year Treasury yielding12bps more than the 10-year Treasury. The steeper municipal curve served as a tailwind for longer munis as they rolled down the steeper curve. Issuance totaledapproximately $88 billion during the quarter, slightly above historical averages. Year-to-date, supply has totaled $164 billion, roughly 2% behind last year’s pace, andprovided another tailwind for the sector. However, retail investors pulled more assets from mutual funds and ETFs, as funds saw outflows every week except oneduring the quarter.

Page 25

1 Annualized 2 September 30, 20053 25% Barclays 1-3 Muni Bond Index, 70% Barclays 5-10 Muni Bond Index, 5% Federated Tax-Free Obligation Fund.

* Returns are reported by JP Morgan Chase


Inception2Inception

Benchmark

Average Duration

Average Maturity

Average Quality

100% 163,701,719$ Total Fund (IR+M and cash) (1.0) (5.6) (5.6) 0.1 1.2 1.6 2.7 3.1 3.92 4.41 AA

Target Benchmark 3 (0.8) (5.3) (5.3) 0.1 1.2 1.8 3.93 5.96 AA




TICR - Tax Exempt: Financial Reconciliation

Source: JP Morgan Chase

* Please note that values include accruals for each account.

Page 26

Current Financial Reconciliation

Fiscal Year To Date 2022

IR+M

Cash Money Market

Total Portfolio

Market Value (6/30/21) 180,141,036 81,120 180,222,156

Net Contributions/Other Receipts 0 6,710,083 6,710,083Net Withdrawals/Other Payouts (6,630,000) (6,736,121) (13,366,121)Expenses (160,834) 0 (160,834)Net Cash Flow (6,790,834) (26,038) (6,816,872)

Earned Income 3,666,130 76 3,666,206Net Realized Gain/(Loss) (548,847) (3) (548,850)Change in Unrealized Gain/(Loss) (12,820,920) 0 (12,820,920)Total Investment Gain/(Loss) (9,703,637) 73 (9,703,564)

Market Value (6/30/22) 163,646,564 55,155 163,701,719

% of UnrealizedFixed Income Cash Equiv. Market Value Total Cost Value Gain/(Loss)

IR+M 159,139,248 4,507,316 163,646,564 100.0% 169,639,936 (5,993,372)

Money Market Fund - 55,155 55,155 0.0% 55,155 -

Total Portfolio 159,139,248 4,562,470 163,701,719 100% 169,695,091 (5,993,372) 97.2% 2.8% 100.0%



TICR – Tax Exempt: Account History

Source: JP Morgan Chase

Page 27

$163,702,000

$362,150,000




Manager vs Morningstar Muni National Interm: Return RankOctober 2005 - June 2022 (36-Month Moving Windows, Computed Monthly)

Retu

rn R

ank

100%

75%

Median

25%

0%

Sep 2008 Dec 2009 Dec 2014 Dec 2019 Jun 2022

Total Fund (gross)Total Fund (net)Total Fund Benchmark5th to 25th Percentile25th Percentile to MedianMedian to 75th Percentile75th to 95th Percentile

Manager vs Morningstar Muni National Interm: ReturnOctober 2005 - June 2022 (12-Month Moving Windows, Computed Monthly)

Total Fund (gross)

Total Fund (net)

Total Fund Benchmark

Jun 2007

193 mng

Jun 2008

198 mng

Jun 2009

204 mng

Jun 2010

211 mng

Jun 2011

217 mng

Jun 2012

219 mng

Jun 2013

226 mng

Jun 2014

238 mng

Jun 2015

244 mng

Jun 2016

250 mng

Jun 2017

257 mng

Jun 2018

263 mng

Jun 2019

263 mng

Jun 2020

269 mng

Jun 2021

280 mng

4.36% 4.41% 5.02% 6.48% 3.73% 5.99% 0.17% 4.11% 1.58% 5.22% 0.18% 0.22% 5.77% 4.01% 2.40%

4.15% 4.17% 4.79% 6.21% 3.52% 5.77% -0.03% 3.93% 1.42% 5.07% 0.04% 0.09% 5.62% 3.86% 2.26%

4.25% 5.29% 6.32% 6.93% 3.83% 6.05% 0.38% 4.30% 1.78% 5.00% 0.45% 0.39% 5.45% 4.01% 1.98%

Jun 2022

288 mng

-5.46%

-5.55%

-5.32%


Manager vs Benchmark: ReturnOctober 2005 - June 2022 (not annualized if less than 1 year)

Retu

rn

-6

-4

-2

0

2

4


Total Fund (gross)Total Fund (net)Total Fund Benchmark

Manager vs Benchmark: ReturnOctober 2005 - June 2022 (not annualized if less than 1 year)

Total Fund (gross)

Total Fund (net)



-0.96% -5.46% -5.46% 0.23% 1.31% 1.77% 2.92%

-0.98% -5.55% -5.55% 0.10% 1.18% 1.62% 2.74%

-0.75% -5.32% -5.32% 0.14% 1.23% 1.80% 3.06%

TICR – Tax Exempt: Total Performance






-6%

-4%

-2%

0%

2%

4%

6%

8%

YTD 2021 2020 2019 2018 2017 2016 2015 2014 2013 2012 2011 2010 2009 2008 2007 2006


Total Fund (gross)

Total Fund (net)


YTD 2021 2020 2019 2018 2017 2016 2015 2014 2013 2012 2011 2010 2009 2008 2007 2006

-5.63% 0.38% 4.58% 5.75% 1.49% 3.37% 0.05% 2.51% 4.62% -0.66% 3.43% 7.65% 3.07% 7.72% 2.21% 4.23% 3.98%

-5.68% 0.24% 4.43% 5.59% 1.35% 3.22% -0.09% 2.36% 4.43% -0.86% 3.22% 7.45% 2.81% 7.48% 1.97% 4.00% 3.77%

-5.27% 0.06% 4.25% 5.49% 1.61% 3.59% -0.04% 2.63% 4.61% -0.30% 3.37% 7.91% 3.32% 7.36% 4.12% 4.82% 3.88%

Page 28





TICR – Tax Exempt: Total Risk Measures


Risk / ReturnOctober 2005 - June 2022 (Single Computation)

Retu

rn

-5%

0%

5%

10%

15%


Total Fund (gross)

Total Fund (net)

Market Benchmark:Total Fund Benchmark

Total Fund (gross)

Total Fund (net)


Return(%)

Std Dev(%)

Betavs.

Market

Alphavs. Market

(%)

R-Squaredvs. Market

(%)

SharpeRatio


(%)Observs.

2.92 2.99 0.9969 -0.12 97.06 0.6053 0.5118 201

2.74 2.97 0.9927 -0.28 96.99 0.5478 0.5163 201

3.06 2.95 1.0000 0.00 100.00 0.6592 0.0000 201


Upside / DownsideOctober 2005 - June 2022 (Single Computation)

Ups

ide%

96

98

100

102

104

Downside%96 98 100 102 104



Total Fund (gross)

Total Fund (net)


Up Down UpMarket


CaptureDown

Capture R-Squared

132 69 0.68 -0.64 2.83 -2.98 10.77 -5.99 98.4 101.8 97.06

131 70 0.66 -0.65 2.77 -2.98 10.53 -6.08 96.0 103.6 96.99

135 66 0.69 -0.63 3.17 -2.83 10.82 -6.12 100.0 100.0 100.00

Page 29




Multi-Statistic: InceptionZephyr StyleADVISOR

Zephyr StyleADVISOR: Wells Fargo Advisors - Williamsburg VA

Manager vs Benchmark: Multi-StatisticOctober 2005 - June 2022 (not annualized if less than 1 year)

Shar

pe R

atio

-1.50

-1.00

-0.50

0.00

0.50

1.00

1 year 3 years 5 years 7 years 10 years AnalysisPeriod


Sorti

no R

atio

(MA

R =

Cas

h E

q.)

-1.50

-1.00

-0.50

0.00

0.50

1.00

1.50



Info

rmat

ion

Ratio

-0.80

-0.60

-0.40

-0.20

0.00

0.20

0.40



Page 30

TICR – Tax Exempt: Total Risk Measures



Page 31

TICR – Tax Exempt: Total Characteristics

Quarterly Attribution - IR+M 3Q21 4Q21 1Q22 2Q22

Gross Return (0.16) 0.34 (4.72) (0.96) (5.47)Benchmark Return (0.08) 0.21 (4.83) (0.81) (5.48)Alpha (0.08) 0.13 0.11 (0.15) 0.01

Allocation 0.00 (0.01) 0.00 0.00 (0.01)Security Selection (0.07) 0.05 (0.19) (0.01) (0.22)Duration/Yield Curve 0.03 0.02 0.25 0.05 0.35Intraday Trans/Pricing/Residual (0.10) 0.08 0.05 (0.18) (0.15)Other 0.06 (0.01) 0.00 (0.01) 0.04

Rolling 1 Year



Average Quality YTM

Tax-Equiv YTM


Tracking Error

Total Fund 3.92 4.41 AA 2.60 4.00 4.63 0.14 0.34

Benchmark 3.93 5.96 AA 2.56 3.94 4.64 n/a n/a

Difference (0.01) (1.55) 0.04 0.06 (0.01)



As of June 30, 2022

3.93



Page 32

TICR – Tax Exempt: Total Characteristics

Money Total Policy Over/(Under)Sector Allocation Market Fund Max. Bench vs. BenchGeneral Obligation 0.0 33.8 75.0 33.3 0.5Revenue Bonds 0.0 54.1 60.0 57.9 (3.8)Money Market 100.0 1.0 25.0 0.0 1.0Other Tax-Exempt 0.0 11.1 10.0 8.8 2.3 Total 100.0 100.0 100.0

As of June 30, 2022

Money Total Over/UnderQuality Distribution Market Fund Bench WeightTreasury/Agency 100.0 0.0 0.0 0.0Aaa 0.0 19.5 19.3 0.2Aa 0.0 58.4 58.0 0.4A 0.0 21.1 22.7 (1.6)Baa 0.0 0.0 0.0 0.0Other 0.0 1.0 0.0 1.0 Total 100.0 100.0 100.0

IN Fin Auth 2.06%Hawaii St 2.05%New York St Urban Dev 2.01%Texas Leander 1.91%Mississippi St 1.88%CA State University 1.84%Florida Broward School 1.60%New York City 1.55%Maine St 1.36%Nevada Clark County 1.35%

New York 12.35%Texas 12.12%Illinois 9.65%Florida 6.58%District of Columbia 5.73%California 5.24%Pennsylvania 4.85%Hawaii 3.89%Washington 3.36%Virginia 3.26%

Top Ten Overall Holdings

Top Ten Overall State Positions




Downgrades

Manager DescriptionSecurity

Type Cusip Maturity Date Price1 Shares/Par1 Cost1 Market Value1 Moody's S&P FitchTICR Taxable

Dodge & Cox ORACLE CORP 2.8% 04/27 Corp 68389XBU8 68389XBU8 91.20 775,000 773,334 706,806 Baa2*- BBB*- BBB+*-775,000 773,334 706,806

Bold = new downgrade/upgrade Italics = currently complies with guidelines

1. JPM Audited Market Value Report as of 06-30-2022

TICR DowngradesAs of June 30, 2022

Unaudited



FIRM: Wells Fargo Advisors is the trade name used by two separate registered broker-dealers: Wells Fargo Advisors, LLC., and Wells FargoFinancial Network, LLC, Members SIPC, non-bank affiliates of Wells Fargo & Company. Investment and Insurance products are: NOT FDIC-INSURED/NOT BANK-GUARANTEED/MAY LOSE VALUE.

CONFLICTS OF INTEREST: To review important information about certain relationships and potential conflicts of interest that may existbetween Wells Fargo Advisors, its affiliates, and the companies that are mentioned in this report, please visit the our research disclosure page athttps://www.wellsfargoadvisors.com/disclosures/research.htm or call your Financial Advisor.

STATEMENT OF OPINION: This and/or the accompanying information was prepared by or obtained from sources which Wells FargoAdvisors believes to be reliable but does not guarantee its accuracy. Any opinions expressed or implied herein are not necessarily the same asthose of Wells Fargo Advisors or its affiliates and are subject to change without notice. The report herein is not a complete analysis of everymaterial fact in respect to any company, industry or security. Any market prices are only indications of market values and are subject to change.The material has been prepared or is distributed solely for information purposes and is not a solicitation or an offer to buy any security orinstrument or to participate in any trading strategy. Additional information is available upon request.

ASSET CLASS SUITABILITY: Stocks of small companies are typically more volatile than stocks of larger companies. They often involvehigher risks because they may lack the management expertise, financial resources, product diversification and competitive strengths to endureadverse economic conditions. High-yield, non-investment grade bonds are only suitable for aggressive investors willing to take greater risks,which could result in loss of principal and interest payments. Global/International investing involves risks not typically associated with USinvesting, including currency fluctuations, political instability, uncertain economic conditions and different accounting standards. Because thefutures and commodity markets can be highly unpredictable – often swinging dramatically – investing in currency and commodities is notsuitable for all investors. You may lose your entire investment , and in some cases, more than you invested.

PAST PERFORMANCE: Past performance is not an indication of future results.

Disclosures


TOBACCO INDEMNIFICATION AND

COMMUNITY REVITALIZATION ENDOWMENT

TAXABLE ENDOWMENT FUND INVESTMENT GUIDELINES Statement of Investment Policies and Goals

Adopted By the Treasury Board

June 15, 2011 Effective July 1, 2011


TABLE OF CONTENTS

DEFINITIONS

Investment Policy Term Descriptions 1

HISTORY 2 OVERVIEW

Treasury Board Responsibilities 3 Endowment Objectives 4

POLICY GUIDELINES

Taxable Endowment Structure 4

Asset Mix Policy 5 Investment Guidelines and Restrictions 5

Taxable Endowment Benchmarks 9

STANDARDS OF INVESTMENT PERFORMANCE 10 REPORTING REQUIREMENTS

Treasury Responsibilities 11 Investment Consultant Responsibilities 11



TICR TAXABLE ENDOWMENT INVESTMENT GUIDELINES Page 1

DEFINITIONS Throughout this Statement of Investment Policy and Goals, the following definitions will apply: “Commission” means the Tobacco Indemnification and Community Revitalization Commission created pursuant to §3.2-3101 of the Code of Virginia. “Commission Allocation” means 50% of the annual amount received under the Master Settlement Agreement by the Commonwealth of Virginia, or that would have been received but for a sale of such allocation pursuant to an agreement, between the commencing and ending dates specified in the agreement. “Corpus” of the Endowment means at the time of determination, the sum of the proceeds from the sale of all or any portion of the Commission Allocation, any gifts, grants and contributions that have been credited to such Endowment, and any income not appropriated and withdrawn from the Endowment prior to June 30 of each year, less withdrawals from the Corpus. Determinations by the Treasury Board, or the State Treasurer on behalf of the Treasury Board, as to the amount of Income or the amount of Corpus shall be conclusive. “Endowment” means the Tobacco Indemnification and Community Revitalization Endowment Established pursuant to §3.2-3104 of the Code of Virginia, and comprised of a tax-exempt endowment established with proceeds of the 2005 Bonds (as herein defined), and the Taxable Endowment (as herein defined). “Expenses” means the expenses of making and disposing of investments, such as brokerage commissions, legal expenses related to a particular transaction, investment advisory and management fees and expenses, transfer taxes, custody fees and other customary transactional expenses. “Fund” means the Tobacco Indemnification and Community Revitalization Fund established pursuant to §3.2-3106 of the Code of Virginia. “Income” refers to, at the time of determination, the lesser of the available cash in, or the realized investment income for the applicable period of, the Endowment. Determinations by the Treasury Board or the State Treasurer on behalf of the Treasury Board, as to the amount of Income shall be conclusive. “Master Custodian” refers to the bank contracted by the State Treasury to provide traditional custody and related services. Section 2.2-1807 of the Code of Virginia charges the State Treasurer with the custody of all investments and invested funds of the Commonwealth or in possession of the Commonwealth in a fiduciary capacity and with the keeping of the accounts of such investments. “Series 2007BCD Yield” means 5.354832%. “Taxable Endowment” means that portion of the Series 2007 Bonds issued on a taxable basis and placed in the Taxable Endowment for the benefit of the Commission. "Yield-Restricted Funds" means any of the $141,140,438.08 portion of the Taxable Endowment and the earnings thereon that may be invested only at a yield not in excess of the Series 2007BCD Yield.



HISTORY

The Master Settlement Agreement (“MSA”) was entered into on November 23, 1998, among the attorneys general of 46 states (including Virginia), the District of Columbia, the Commonwealth of Puerto Rico, Guam, the U.S. Virgin Islands, American Samoa and the Commonwealth of the Northern Mariana Islands and the four largest United States tobacco manufacturers. Under the MSA, the Commonwealth is entitled to annual payments which are distributed through the National Escrow Agreement, entered into on December 23, 1998, among the Settling States, the Original Participating Manufacturers and the MSA Escrow Agent.

Pursuant to authorization granted by Chapters 482 and 488 of the Acts of the General Assembly of the Commonwealth of Virginia, 2002 General Session (the “Tobacco Settlement Financing Corporation Act” or the “Act”), the Commonwealth was authorized to sell up to 50% of amounts received under the MSA and allocate the proceeds to the Tobacco Indemnification and Community Revitalization Endowment (“Endowment”). The Endowment is used by the Tobacco Indemnification and Community Revitalization Commission (“Commission”) to provide payments to tobacco farmers as compensation for the adverse economic effects resulting from the loss of tobacco production opportunities associated with a decline in quotas, and to provide grants and other funds to aid in the revitalization of tobacco dependent communities. On May 16, 2005 at the request of the Commission, the Tobacco Settlement Financing Corporation (the “Corporation”) issued its $448,260,000 Tobacco Settlement Asset-Backed Bonds, Series 2005 (the “2005 Bonds”) to purchase from the Commonwealth 25% of the amount to be received by the Commonwealth under the MSA (or that would have been received but for the sale of such right, title and interest), from May 15, 2005, through May 14, 2104. Net proceeds of the tax-exempt issue were placed in the Endowment for use by the Commission in accordance with § 3.2-3100 et seq. Code of Virginia. On May 3, 2007, again at the request of the Commission, the Corporation issued its $1,149,273,282.50 Tobacco Settlement Asset-Backed Bonds, Series 2007 (the “2007 Bonds”). Net proceeds of the 2007 Bonds were used to (i) advance refund the outstanding Series 2005 Bonds and (ii) to pay the purchase price of an additional 25% of all amounts received by the Commonwealth under the MSA from April 27, 2007, through May 14, 2104 for deposit to the Endowment. The 2007 Bonds have stated maturities of 2046 and 2047, but depending on MSA receipts, may be paid off as early as 2032. In order to provide flexibility as to the use of the Endowment, the Commission requested the portion of the 2007 Bonds used to purchase the additional 25% of the MSA be issued on a taxable basis. Consequently, while the Endowment established by the Series 2005 Bonds must be invested and expended as permitted under the federal tax code for tax-exempt bonds, the Endowment established with the proceeds of the 2007 Bonds (the “2007 Endowment”) may be invested and expended without the same restrictions.



OVERVIEW

The Investment of the Endowment shall be under the management and control of the Treasury Board of the Commonwealth of Virginia. The Endowment shall receive any proceeds from any sale of all or any portion of the Commission Allocation, and any gifts, grants and contributions that are specifically designated for inclusion in such Endowment. No part of the Endowment, neither Corpus nor Income, or interest thereon, shall revert to the general fund of the State Treasury. This document sets forth the responsibilities of the Treasury Board and its investment managers relating to the implementation of the investment policy, asset strategy, evaluation and review of investment performance and progress toward attaining goals. Treasury Board Responsibilities 1. The Treasury Board shall serve as trustee of the Endowment and the Corpus and Income

of the Endowment shall be withdrawn and credited to the Fund by order of the Treasury Board.

2. The Treasury Board shall have full power to invest and reinvest funds credited to the

Endowment in accordance with the provisions of the Uniform Management of Institutional Funds Act (§ 55-268.11 et seq.) and, in addition, as otherwise provided by law.

3. The Treasury Board may borrow money in such amounts as may be necessary whenever

in its judgment it would be more advantageous to borrow money than to sell securities held for the Fund. Any debt so incurred may be evidenced by notes duly authorized by resolution of the Treasury Board, such notes to be retired no later than the end of the biennium in which such debt is incurred.

4. The Treasury Board may commingle, for purposes of investment, the Corpus of the

Endowment provided that it shall appropriately account for the investments credited to the Endowment.

5. The Treasury Board may hire independent investment advisors and managers as it deems

appropriate to assist with investing the Endowment. Expenses shall be payable out of the available cash in the Endowment or the realized investment income for the applicable period.



Endowment Objectives Investments should be made in a manner which will balance the highest investment return consistent with sufficient security to assure Treasury meets the annual cash flow demands of the Endowment and conforming to all statutes and regulatory requirements governing the investment of the Fund. Determinations by the Treasury Board, or the State Treasurer on behalf of the Treasury Board, as to the amount of Income or the amount of the Corpus shall be conclusive. Investments shall be made with the care, skill, prudence and diligence under the circumstances then prevailing that a prudent person in a like capacity and familiar with such matters would use in the conduct of an enterprise of a like character and with like aims. The Income of the Endowment shall be paid out at least annually to the Fund. In addition, up to 10% of the Corpus of the Endowment shall be paid to the Fund annually upon request by resolution of the Commission to the Treasury Board; provided, however, that upon two-thirds vote of the Commission, up to 15% of the Corpus of the Endowment shall be so paid.

POLICY GUIDELINES Taxable Endowment Structure The Taxable Endowment (excluding the Yield Restricted Funds) will be managed by investment advisors that specialize in the investment management of taxable securities. The objectives of the Taxable Endowment are to (i) be fully invested at all times in taxable securities and (ii) generate a net of fee investment return, over the long-term, higher than the return of the appropriate benchmark. To generate higher investment returns, it is recognized that additional interest rate risk, within prudent constraints, must be assumed in the management of the Taxable Endowment. To further control these risks, and to provide for sufficient management flexibility, the Taxable Endowment may be structured into two sub-portfolios: a Short Duration Taxable Portfolio and an Intermediate Duration Taxable Portfolio. Additionally, a taxable money market fund may be used to cover short-term disbursements. Amounts held to the credit of the money market fund will be under the control of or managed by Treasury. In seeking higher investment returns, the portfolio managers of the Taxable Endowment will be cognizant of the Treasury Board’s objectives of safety of principal and liquidity. Yield Restricted Funds of the Taxable Endowment will utilize the Local Government Investment Pool “LGIP” and will be monitored by Treasury Investment Staff. Yield Restricted Funds will be disbursed first in the payment of requisitions from the Taxable Endowment. The Corporation has directed, and the State Treasurer and the Treasury Board have agreed, to invest the Yield Restricted Funds and the earnings thereon in taxable investments at a yield not in excess of the Series 2007BCD Yield. The Yield Restricted Funds are not required to be invested in tax-exempt investments. In the event the yield on the LGIP exceeds the yield on the Series 2007BCD, Treasury Investment Staff will determine what action, if any, is necessary.



Asset Mix Policy The allocation guidelines for the Taxable Endowment are: (excludes Yield Restricted Funds)

Target Minimum Maximum Taxable Money Market Fund Allocation as needed 0% 25% Short Duration Taxable Portfolio 25% 0% 100% Intermediate Duration Taxable Portfolio 75% 0% 100%

The intent of the Asset Mix Policy is to increase the overall average maturity of the Taxable Endowment to enhance the returns over the long-term. Deviations from the allocation targets for the Taxable Endowment, and from the guidelines for the Taxable Endowment listed below, may be made by the Treasury Investment Staff, when liquidity needs warrant, or when the Treasury Investment Staff determines that the aggregate deviation does not constitute a material departure from the spirit of the target allocation and the intent of the Treasury Board. The Treasury Investment Staff shall review the target allocations and guidelines at least annually. Investment Guidelines and Restrictions Authorized Investments for the Taxable Endowment All investments must be denominated in U.S. Dollars. The State Treasurer is empowered by statute to invest in the following types of securities:

1. Obligations issued or guaranteed by the U.S. Government, an Agency thereof, or U.S. Government sponsored corporation. These securities can be held directly, in the form of repurchase agreements collateralized by such debt securities, and in the form of a registered money market or mutual fund provided that the portfolio of the fund is limited to such evidences of indebtedness.

2. Negotiable certificates of deposit and negotiable bank notes of domestic banks and

domestic offices of foreign banks.

3. Corporate bonds and notes, including index eligible Yankee securities. 4. Municipal securities.

5. Asset-backed securities and mortgage backed securities including Commercial

Mortgage-Backed Securities (CMBS) and Collateralized Mortgage Obligations (CMOs). This includes all private label mortgage related securities.

6. Dollar denominated obligations of sovereign governments. 7. The LGIP.



Credit Quality The State Treasurer will in all cases place emphasis on securities of high credit quality and marketability. Holdings are subject to the following credit quality limitations at time of purchase.

1. Negotiable certificates of deposit and negotiable bank notes. Negotiable certificates of deposit and negotiable bank notes of domestic banks and domestic offices of foreign banks must be rated at least P-1 by Moody’s Investors Service and A-1 by Standard and Poor’s for maturities of one year or less. They must be rated at least A3/A- or equivalent by Moody’s Investors Service and by Standard and Poor’s for maturities exceeding one year.

2. Corporate Notes and Bonds, including index eligible Yankee securities. Securities

must be rated at least A3/A- or equivalent by two nationally recognized rating agencies, one of which must be either Moody's Investors Service or Standard & Poor's.

3. Municipal securities. Taxable and tax-exempt municipal securities must be rated at

least A3/A- or equivalent, by two nationally recognized rating agencies, one of which must be either Moody’s Investors Service or Standard & Poor’s.

4. Asset-backed securities and mortgage related securities. Asset-backed securities,

mortgage-backed securities including all private label mortgage related-securities, Commercial Mortgage-Backed Securities (CMBS) and Collateralized Mortgage Obligations (CMOs) must be rated Aaa/AAA by at least two nationally recognized rating agencies, one of which must be either Moody’s Investors Service or Standard & Poor’s.

5. Dollar denominated obligations of sovereign governments. Sovereign debt must be

rated Aaa by Moody’s Investor Service and AAA by Standard & Poor’s.

The portfolio should maintain a weighted average portfolio rating of AA/Aa2 or better. Downgraded Securities (Out-of-Compliance) Should a security fail to meet the required credit quality limitations after purchase (i.e. credit downgrades), the manager shall notify the Treasury Investment Staff and the Investment Consultant in writing promptly after the security fails to meet the credit quality limitations. Such security must then be sold within 30 calendar days, unless retention of the security is approved in writing by the Treasury Investment staff. If a manager is allowed to retain an out-of-compliance security, the manager shall submit a monthly write-up to the Treasury Investment Staff and the Investment Consultant. The write-up must include the manager’s rationale (both qualitative and quantitative) on why they believe the security should continue to be considered for an exception.



Diversification The State Treasurer will diversify investments by security type and by issuer and the following shall apply:

1. Each portfolio will be diversified with no more than 3% of the value of the fund invested in the securities of any single issuer. This limitation shall not apply to securities of the U.S. Government, or Agency thereof, U.S. Government sponsored corporation securities, securities fully insured by the U.S. Government or securities fully guaranteed by the U.S. Government

2. The maximum percentage of each externally managed portfolio within the Taxable

Endowment in each eligible security type is limited as follows: U.S. Treasury and Agency Securities 100% Negotiable Certificates of Deposit and Negotiable Bank Notes 10% Corporate Bonds and Notes, including index eligible Yankee securities 50% Municipal Securities 10% Asset-Backed Securities Short Duration Managers 20% Intermediate Duration Managers 10% Combined MBS, CMBS, CMO Short Duration Managers Total Mortgage-Backed Securities (MBS) 20% Private Label Residential Mortgages 5% Commercial Mortgage-Backed Securities (CMBS) 10% Agency Collateralized Mortgage Obligations (CMOs) 10% Intermediate Duration Managers Total Mortgage-Backed Securities (MBS) 50% Private Label Residential Mortgages 5% Commercial Mortgage-Backed Securities (CMBS) 10% Agency Collateralized Mortgage Obligations (CMOs) 10% Obligations of Sovereign Governments 10% Money Market Funds (excluding transitional cash) 10%

3. All money market assets in the Taxable Endowment shall be invested in a high

quality short-term investment fund designated by the Treasury Investment Staff. Prohibited Investments or Actions

1. Any security not strictly authorized above must be approved in advance, in writing, by the Treasury Investment Staff.

2. Futures, options, options on futures, margin buying, leveraging, and commodities.

Note: Forward trades are permitted as long as they are procured during normal "when issued" periods for individual markets and as long as cash is reserved or a security will mature to cover the purchase.



3. Securities with the ability to defer interest, securities with the ability to convert to

perpetual maturities and 144A securities. 4. Inverse floaters, IOs, POs, CDOs and Z-tranche securities.

Duration Limitations To the extent necessary, the State Treasurer will attempt to match investments with anticipated cash requirements. Additional funds will be invested at maturities determined to be most beneficial to the portfolio. The following duration limitations shall apply:

1. The maximum duration for any single corporate security may not exceed 15 years. The maximum duration for any single asset-backed security, Private Label Residential Mortgage, Commercial Mortgage-Backed Securities CMBS and Private Label and Agency Collateralized Mortgage Obligations (CMOs) may not exceed five years. In the event the duration subsequently exceeds these limits, the external manager shall notify the Treasury Investment Staff who shall determine whether the security should be sold. The maximum maturity on any single sovereign government obligation, excluding the U.S., may not exceed five years at the time of settlement. The maximum maturity on any negotiable certificate of deposit and negotiable bank note may not exceed five years.

2. The target duration (years) for the Taxable Endowment is as follows: (Excludes Yield Restricted Funds)

Target Duration Short Duration Taxable Portfolio Benchmark Intermediate Duration Taxable Portfolio Benchmark

3. Portfolio durations are designed to target the respective benchmark duration with a +-10% deviation. The Asset Mix Policy and the target duration guidelines shall be reviewed at least annually by the Treasury Investment Staff, and if appropriate, amended at such times, as the Treasury Board shall determine.

For purposes of this section, duration shall be defined as the industry standard modified duration as calculated by Bloomberg or other well established models available. In addition, for purposes of asset-backed securities and mortgage-backed securities, the prepayment assumptions to be used in the modified duration calculation will be the Bloomberg median prepayment assumptions or other well established models available. In the absence of a median prepayment assumption available in Bloomberg, the assumption to be used shall be that which provides the greatest principal protection to the portfolio.



Taxable Endowment Benchmarks (excludes Yield Restricted Funds) Taxable Endowment: Composite weighted 25% (Short Duration Taxable

benchmark, 75% Intermediate Duration Taxable benchmark or adjusted as appropriate for amounts held in a Taxable Money Market Fund.

Short Duration Portfolio: Barclays Capital 1-3 Year Government/Credit Index (A

and above). Intermediate Duration Portfolio: 85% Barclays Capital Intermediate Government/Credit

Index (A and above), 15% Barclays MBS Fixed Rate Index.

All Endowment benchmarks will be reviewed annually, and adjusted based upon changes in the Endowment’s Structure and/or changes in its objectives.



STANDARDS OF INVESTMENT PERFORMANCE Performance results for the Taxable Endowment, and for each component, shall be time-weighted and measured net of investment management fees.


Taxable Endowment Exceed the Taxable Endowment benchmark by 10 basis points


Short Duration Taxable Portfolio

Exceed the Short Duration Taxable Portfolio benchmark by 10 basis points


Intermediate Duration Taxable Portfolio

Exceed the Intermediate Duration Taxable Portfolio benchmark by 10 basis points.




REPORTING REQUIREMENTS Treasury Responsibilities The State Treasurer is charged with the responsibility of reporting to the Treasury Board on a quarterly basis. These reports will include investment performance information, security holdings by manager, and security market values by manager. The State Treasurer has contracted with the Master Custodian to run compliance reports on the external investment portfolios. These compliance reports are comprised of various screens or tests of both individual security and total portfolio guidelines. Any significant or continuing problems will be reported to the Treasury Board. Additional information will be provided if deemed appropriate or if requested. This Statement of Investment Policy & Goals shall be reviewed at least annually by the Treasury Investment Staff and, if appropriate, amended at such times, as the Treasury Board shall determine. Investment Consultant Responsibilities The investment consultant shall have the responsibility to:

1. Prepare a quarterly performance evaluation that details the performance, asset allocation and compliance with these guidelines for each manager and the combined Taxable Endowment.

2. Make reports to the Treasury Board as requested.

Investment Manager Responsibilities Each investment manager shall have the responsibility to:

1. Within 30 days of each month-end, reconcile all transactions, market values,

security holdings, and cash flows with the Endowment’s Master Custodian and provide a written report to the Custodian, with a copy to the Treasury Staff and Investment Consultant of all areas of discrepancy or disagreement with the Master Custodian.

2. Report monthly performance against the benchmarks established for the account

by the fifth business day of the following month to Treasury Staff, Investment Consultant and Master Custodian.

3. Provide a monthly report that lists each out-of-compliance security, if any, and

detailed rationale for continuing to hold and the targeted outcome. 4. Provide quantitative quarterly performance attribution relative to the appropriate

benchmark. Provide quarterly reports concerning investment strategy, including quantitative performance attribution based on interest rate risk, sector allocation and security selection. Provide an economic and investment outlook by the end of the following month.

5. Provide a quarterly accounting of any professional staff turnover that would impact

this relationship. Any material event that has an impact on the ownership of the investment organization or the management of this account must be reported



immediately to Treasury Investment Staff and the Investment Consultant

6. Attend meetings as requested with the Treasury Staff and the Investment Consultant to review the performance of the portfolio, current economic and market conditions, economic and market outlook, and the investment policies and goals of the Endowment.


TOBACCO INDEMNIFICATION AND

COMMUNITY REVITALIZATION ENDOWMENT

TAX-EXEMPT ENDOWMENT FUND INVESTMENT GUIDELINES Statement of Investment Policies and Goals

Adopted By The Treasury Board

June 15, 2011 Effective July 1, 2011


TABLE OF CONTENTS

DEFINTIONS

Investment Policy Term Descriptions 1

HISTORY 3

OVERVIEW

Treasury Board Responsibilities 4 Endowment Objectives 5

POLICY GUIDELINES

Endowment Structure 6

Asset Mix Policy 6 Investment Guidelines and Restrictions 7

Endowment Benchmarks 10

STANDARDS OF INVESTMENT PERFORMANCE 11 REPORTING REQUIREMENTS

Treasury Responsibilities 12 Investment Consultant Responsibilities 12



TICR TAX-EXEMPT ENDOWMENT INVESTMENT GUIDELINES Page 1

DEFINITIONS Throughout this Statement of Investment Policy and Goals, the following definitions will apply: "AMT Bond" means a "specified private activity bond" as defined in Section 57(a)(5)(C) of the Tax Code, the interest on which is a specific item of tax preference for purposes of the federal alternative minimum tax imposed on individuals and corporations. “Commission” means the Tobacco Indemnification and Community Revitalization Commission created pursuant to § 3.2-3101 of the Code of Virginia. “Commission Allocation” means 50% of the annual amount received under the Master Settlement Agreement by the Commonwealth of Virginia, or that would have been received but for a sale of such allocation pursuant to an agreement, between the commencing and ending dates specified in the agreement. “Corpus” of the Endowment means at the time of determination, the sum of the proceeds from the sale of all or any portion of the Commission Allocation, any gifts, grants and contributions that have been credited to such Endowment, and any income not appropriated and withdrawn from the Endowment prior to June 30 of each year, less withdrawals from the Corpus. Determinations by the Treasury Board, or the State Treasurer on behalf of the Treasury Board, as to the amount of Income or the amount of Corpus shall be conclusive. “Endowment” means the Tobacco Indemnification and Community Revitalization Endowment Established pursuant to § 3.2-3104 of the Code of Virginia. “Expenses” means the expenses of making and disposing of investments, such as brokerage commissions, legal expenses related to a particular transaction, investment advisory and management fees and expenses, transfer taxes, custody fees and other customary transactional expenses. “Fund” means the Tobacco Indemnification and Community Revitalization Fund established pursuant to § 3.2-3106 of the Code of Virginia. “Income” refers to, at the time of determination, the lesser of the available cash in, or the realized investment income for the applicable period of, the Endowment. Determinations by the Treasury Board, or the State Treasurer on behalf of the Treasury Board, as to the amount of Income shall be conclusive. “Master Custodian” refers to the bank contracted by the State Treasury to provide traditional custody and related services. Section 2.2-1807 of the Code of Virginia charges the State Treasurer with the custody of all investments and invested funds of the Commonwealth or in possession of the Commonwealth in a fiduciary capacity and with the keeping of the accounts of such investments. “Series 2005 Bonds” means the $448,260,000 Tobacco Settlement Financing Corporation Tobacco Settlement Asset-Backed Bonds, Series 2005, which were issued on May 16, 2005, on a tax-exempt basis and $389,776,674.47 of the proceeds of which were used to purchase 50% of the Commission Allocation to be received from May 15, 2005, through May 14, 2104.



“Tax Certificate” refers to the Tax Certificate and Agreement dated May 16, 2005 among the Tobacco Settlement Financing Corporation, the Tobacco Indemnification and Community Revitalization Commission, the Treasury Board of the Commonwealth of Virginia and the State Treasurer of the Commonwealth of Virginia, which was executed and delivered in connection with the issuance of the Series 2005 Bonds. "Tax Code" means the Internal Revenue Code of 1986, as amended, and the applicable provisions of the regulations of the U.S. Department of Treasury promulgated there under. "Tax-Exempt Bond" means any bond, note or other obligation the interest on which is excludable from gross income under Section 103(a) of the Code, but shall not include an AMT Bond. In other words, for purposes of this definition, a Tax-Exempt Bond is a so-called “non-AMT” bond. By way of example and not of limitation, a Tax-Exempt Bond may be in the form of a general obligation bond, a revenue bond, a subject-to-appropriation or moral obligation bond, commercial paper, a tax, revenue or bond anticipation note, or a so-called “qualified 501(c)(3)” bond or note. "Tax-Exempt Mutual Fund" means an interest in a regulated investment company to the extent that at least 95 percent of the income to the holder of such interest constitutes interest that is derived from Tax-Exempt Bonds. A money market fund may fall within this definition if it otherwise qualifies. “TICR II Fund” means an account on the books of the Department of Accounts and will continue to be invested in accordance with these guidelines and the Tax Certificate pending receipt of a duly authorized requisition from the Commission requesting reimbursement for authorized expenditures from the Fund. For all purposes hereof, the “TICR II Fund” constitutes part of the Endowment.



HISTORY

The Master Settlement Agreement (“MSA”) was entered into on November 23, 1998, among the attorneys general of 46 states (including Virginia), the District of Columbia, the Commonwealth of Puerto Rico, Guam, the U.S. Virgin Islands, American Samoa and the Commonwealth of the Northern Mariana Islands and the four largest United States tobacco manufacturers. Under the MSA, the Commonwealth is entitled to annual payments which are distributed through the National Escrow Agreement, entered into on December 23, 1998, among the Settling States, the Original Participating Manufacturers and the MSA Escrow Agent.

Pursuant to authorization granted by Chapters 482 and 488 of the Acts of the General Assembly of the Commonwealth of Virginia, 2002 General Session (the “Tobacco Settlement Financing Corporation Act” or the “Act”), the Commonwealth was authorized to sell up to 50% of amounts received under the MSA and allocate the proceeds to the Tobacco Indemnification and Community Revitalization Endowment (“Endowment”). The Endowment is used by the Tobacco Indemnification and Community Revitalization Commission (“Commission”) to provide payments to tobacco farmers as compensation for the adverse economic effects resulting from the loss of tobacco production opportunities associated with a decline in quotas, and to provide grants and other funds to aid in the revitalization of tobacco dependent communities. On May 16, 2005 at the request of the Commission, the Tobacco Settlement Financing Corporation (the “Corporation”) issued its $448,260,000 Tobacco Settlement Asset-Backed Bonds, Series 2005 (the “2005 Bonds”) to purchase from the Commonwealth 25% of the amount to be received by the Commonwealth under the MSA (or that would have been received but for the sale of such right, title and interest), from May 15, 2005, through May 14, 2104. Net proceeds of the tax-exempt issue were placed in the Endowment for use by the Commission in accordance with § 3.2-3100 et seq. Code of Virginia. On May 3, 2007, again at the request of the Commission, the Corporation issued its $1,149,273,282.50 Tobacco Settlement Asset-Backed Bonds, Series 2007 (the “2007 Bonds”). Net proceeds of the 2007 Bonds were used to (i) advance refund the outstanding Series 2005 Bonds and (ii) to pay the purchase price of an additional 25% of all amounts received by the Commonwealth under the MSA from April 27, 2007, through May 14, 2104 for deposit to the Endowment. The 2007 Bonds have stated maturities of 2046 and 2047, but depending on MSA receipts, may be paid off as early as 2032. In order to provide flexibility as to the use of the Endowment, the Commission requested the portion of the 2007 Bonds used to purchase the additional 25% of the MSA be issued on a taxable basis. Consequently, while the Endowment established by the Series 2005 Bonds must be invested and expended as permitted under the federal tax code for tax-exempt bonds, the Endowment established with the proceeds of the 2007 Bonds (the “2007 Endowment”) may be invested and expended without the same restrictions.



OVERVIEW The Endowment shall be under the management and control of the Treasury Board of the Commonwealth of Virginia. The Endowment shall receive any proceeds from any sale of all or any portion of the Commission Allocation, and any gifts, grants and contributions that are specifically designated for inclusion in such Endowment. No part of the Endowment, neither Corpus nor Income, or interest thereon, shall revert to the general fund of the State Treasury. This document sets forth the responsibilities of the Treasury Board and its investment managers relating to the implementation of the investment policy, asset strategy, evaluation and review of investment performance and progress toward attaining goals. Treasury Board Responsibilities 1. The Treasury Board shall serve as trustee of the Endowment and the Corpus and Income

of the Endowment shall be withdrawn and credited to the Fund by order of the Treasury Board.

2. The Treasury Board shall have full power to invest and reinvest funds credited to the

Endowment in accordance with the provisions of the Uniform Management of Institutional Funds Act (§ 55-268.11 et seq.) and, in addition, as otherwise provided by law.

3. The Treasury Board may borrow money in such amounts as may be necessary whenever

in its judgment it would be more advantageous to borrow money than to sell securities held for the Fund. Any debt so incurred may be evidenced by notes duly authorized by resolution of the Treasury Board, such notes to be retired no later than the end of the biennium in which such debt is incurred.

4. The Treasury Board may commingle, for purposes of investment, the Corpus of the

Endowment provided that it shall appropriately account for the investments credited to the Endowment.

5. The Treasury Board may hire independent investment advisors and managers as it deems

appropriate to assist with investing the Endowment. Expenses shall be payable out of the available cash in, or the realized investment income for the applicable period of, the Endowment.



Endowment Objectives Investments should be made in a manner which will balance the highest investment return consistent with sufficient security to assure Treasury meets the annual cash flow demands of the Endowment and conforming to all statutes and regulatory requirements governing the investment of the Fund. No investment shall be made to cause the interest on the Series 2005 Bonds to be deemed taxable. Determinations by the Treasury Board, or the State Treasurer on behalf of the Treasury Board, as to the amount of Income or the amount of the Corpus shall be conclusive. Investments shall be made with the care, skill, prudence and diligence under the circumstances then prevailing that a prudent person in a like capacity and familiar with such matters would use in the conduct of an enterprise of a like character and with like aims. In order to maintain the tax-exempt status of the Series 2005 Bonds, Section 149(g) of the Tax Code requires that at least 95 percent of the unexpended net proceeds of such bonds be continuously invested in Tax-Exempt Bonds or Tax-Exempt Mutual Funds. The Treasury Board has determined that all of the Corpus and Income of the Endowment will be invested in Tax-Exempt Bonds or Tax-Exempt Mutual Funds. The Income of the Endowment shall be paid out at least annually to the Fund. In addition, up to 10% of the Corpus of the Endowment shall be paid to the Fund annually upon request by resolution of the Commission to the Treasury Board; provided, however, that upon two-thirds vote of the Commission, up to 15% of the Corpus of the Endowment shall be so paid. No use of proceeds shall be made that would cause the interest on the Series 2005 Bonds to be deemed taxable. Due to limitations imposed by the Tax Certificate, Income and Corpus paid out from the Endowment shall be credited to the “TICR II Fund”.



POLICY GUIDELINES Endowment Structure In order to meet the Endowment objectives, the Endowment will be split between two types of accounts. The Endowment will be externally managed by investment advisors that specialize in the investment management of tax-exempt securities. The objectives of the Endowment are to (i) be fully invested at all times in either Tax-Exempt Bonds or Tax-Exempt Mutual Funds and (ii) generate a net of fee investment return, over the long-term, higher than the return of the appropriate benchmark. To generate higher investment returns, it is recognized that additional interest rate risk, within prudent constraints, must be assumed in the management of the Endowment. To further control these risks, and to provide for sufficient management flexibility, the Endowment may be structured into two sub-portfolios: a Short Duration Tax-Exempt Portfolio and an Intermediate Duration Tax-Exempt Portfolio. Additionally, a money market Tax-Exempt Mutual Fund may be used to cover short-term disbursements. This money market fund will be under the control of the Treasury. In seeking higher investment returns, the portfolio managers of the Endowment will be cognizant of the Treasury Board’s objectives of safety of principal and liquidity. Asset Mix Policy The allocation guidelines for the Endowment are:

Target Minimum Maximum Tax-Exempt Money Market Fund As needed 0% 25% Short Duration Tax-Exempt Portfolio 25% 10% 40% Intermediate Duration Tax-Exempt Portfolio 75% 60% 80%

The intent of the Asset Mix Policy is to increase the overall average maturity of the Endowment to enhance the returns over the long-term. Deviations from the allocation targets for the Endowment, and from the guidelines for the Tax-Exempt Endowment listed below, may be made by the Treasury Investment Staff, when liquidity needs warrant, or when the Treasury Staff determines that the aggregate deviation does not constitute a material departure from the spirit of the target allocation and the intent of the Treasury Board. The Treasury Investment Staff shall review the target allocations and guidelines at least annually.



Investment Guidelines and Restrictions Authorized Investments for the Endowment

All investments must be denominated in U.S. Dollars.

Funds in the Endowment may be invested and reinvested in accordance with the Uniform Management of Institutional Funds Act § 55-268.11 et seq. of the Code of Virginia. The following investments are permitted:

1. Short-Term Tax-Exempt Cash Equivalents: Commercial paper falling within the

definition of Tax-Exempt Bonds and money market Tax-Exempt Mutual Funds.

2. Tax-Exempt Bonds issued by states, political subdivisions, and agencies of the fifty United States, D.C. and its territories.

Credit Quality The State Treasurer will in all cases place emphasis on securities of high credit quality and marketability. Holdings are subject to the following credit quality limitations at time of purchase.

1. Long-term Tax-Exempt Bonds must be rated at least A3/A- or equivalent by two nationally recognized rating agencies (one of which must be either Moody’s Investors Service or Standard & Poor’s). Split-rated securities shall be assumed to have the lower credit grade and single-rated securities are not permitted.

2. Money market and other short-term investments, including tax-exempt commercial

paper, must be rated a minimum of A-1/P-1 or comparable by Standard & Poor’s and Moody’s Investor Services, respectively.

The portfolio should maintain a weighted average portfolio rating of AA/Aa2 or better. Downgraded Securities (Out-of-Compliance) Should a security fail to meet the required credit quality limitations after purchase (i.e. credit downgrades), the manager shall notify the Treasury Investment Staff and the Investment Consultant in writing promptly after the security fails to meet the credit quality limitations. Such security must then be sold within 30 calendar days, unless retention of the security is approved in writing by the Treasury Investment staff. If a manager is allowed to retain an out-of-compliance security, the manager shall submit a monthly write-up to the Treasury Investment Staff and the Investment Consultant. The write-up must include the manager’s rationale (both qualitative and quantitative) on why they believe the security should continue to be considered for an exception.



Diversification The State Treasurer will diversify investments by security type and by issue and the following shall apply for each manager:

1. Each portfolio will be diversified with no more than 4% of the value of the fund invested in the securities of any single issuer.

2. The maximum percentage of each portfolio within the Endowment in each sector is

as follows: General Obligation Bonds 75% Revenue Bonds 60% Pre-refunded Bonds* 40% All Other Types of Tax-Exempt Bonds 10%

Tax-exempt Money Market Funds (excluding transitional cash) 10% Tax-exempt money market funds controlled by the Treasury – not applicable to externally managed portfolios no limit

* Pre-refunded bonds are permitted provided that the bonds are escrowed with U.S. Treasury and Agency

securities.. 3. The maximum percentage of each portfolio within the Endowment in each state is

as follows: Single State 15% Top Five States 50% 4. The minimum issue size is $2 million. Prohibited Investments or Actions Any investment other than Tax-Exempt Bonds or Tax-Exempt Mutual Funds.



Duration Limitations To the extent necessary, the State Treasurer will attempt to match investments with anticipated cash requirements. Additional funds will be invested at maturities determined to be most beneficial to the portfolio. The following duration limitations shall apply:

1. The maximum duration for any single Tax-Exempt Bond may not exceed 15 years at time of purchase. In the event the duration subsequently exceeds these limits, the investment advisor shall notify the Treasury Investment Officer or Director and the Investment Consultant who shall determine whether the security should be sold.

2. The target duration (years) for the Endowment is as follows:

Target Duration Short Duration Tax-Exempt Portfolio Benchmark Intermediate Duration Tax-Exempt Portfolio Benchmark

3. Portfolio durations are designed to target the respective benchmark duration with a +-10% deviation. The Asset Mix Policy and the target duration guidelines shall be reviewed at least annually by the Treasury Investment Staff, and modified as conditions warrant.

For purposes of this section, duration shall be defined as the industry standard modified duration as calculated by Bloomberg or other well established models available.



Endowment Benchmarks Endowment: Composite weighted 25% Short Duration

Tax-Exempt benchmark, 75% Intermediate Duration Tax-Exempt benchmark

Short Duration Tax-Exempt Portfolio: Barclays Capital 1-3 Year Municipal Bond

Index (A and above) Intermediate Duration Tax-Exempt Portfolio: Barclays Capital 5-10 Year Municipal

Bond Index (A and above non-blended)

All Endowment benchmarks will be reviewed annually, and adjusted based upon changes in the Endowment’s Structure and/or changes in its objectives.



STANDARDS OF INVESTMENT PERFORMANCE Performance results for the Endowment, and for each component, shall be time-weighted and measured net of investment management fees.


Endowment Exceed the Endowment benchmark by 10 basis points


Short Duration Tax-Exempt Portfolio

Exceed the Short Duration Tax-Exempt Portfolio benchmark by 10 basis points


Intermediate Duration Tax-Exempt Portfolio

Exceed the Intermediate Duration Tax-Exempt Portfolio benchmark by 10 basis points




REPORTING REQUIREMENTS Treasury Responsibilities The State Treasurer is charged with the responsibility of reporting to the Treasury Board on a quarterly basis. These reports will include investment performance information, security holdings by manager, and security market values by manager. The State Treasurer has contracted with the Master Custodian to run compliance reports on the external investment portfolios. These compliance reports are comprised of various screens or tests of both individual security and total portfolio guidelines. Any significant or continuing problems will be reported to the Treasury Board. Additional information will be provided if deemed appropriate or if requested. This Statement of Investment Policy & Goals shall be reviewed at least annually by the Treasury Staff and, if appropriate, amended at such times, as the Treasury Board shall determine. Investment Consultant Responsibilities The investment consultant shall have the responsibility to:

1. Prepare a quarterly performance evaluation that details the performance, asset allocation and compliance with these guidelines for each manager and the combined Endowment.

2. Make reports to the Treasury Board as requested.

Investment Manager Responsibilities Each investment manager shall have the responsibility to:

1. Within 30 days of each month-end, reconcile all transactions, market values,

security holdings, and cash flows with the Endowment’s Master Custodian and provide a written report to the Custodian, with a copy to the Treasury Staff and Investment Consultant of all areas of discrepancy or disagreement with the Master Custodian.

2. Report monthly performance against the benchmarks established for the account

by the fifth business day of the following month to Treasury Staff, the Investment Consultant and Master Custodian.

3. Provide a monthly report that lists each out-of-compliance security, if any, and

detailed rationale for continuing to hold and the targeted outcome. 4. Provide quantitative quarterly performance attribution relative to the appropriate

benchmark. Provide quarterly reports concerning investment strategy, including quantitative performance attribution based on interest rate risk, sector allocation and security selection. Provide an economic and investment outlook by the end of the following month.

5. Provide a quarterly accounting of any professional staff turnover that would impact

this relationship. Any material event that has an impact on the ownership of the investment organization or the management of this account must be reported



immediately to Treasury Investment Staff and the Investment Consultant 6. Attend meetings as requested with Treasury Staff and the Investment Consultant to

review the performance of the portfolio, current economic and market conditions, economic and market outlook, and the investment policies and goals of the Endowment.


FINAL METHOD

SALE DATE ISSUER PURPOSE AMOUNT MATURITY OF SALE

August 2022

16 ** Virginia Public School Authority* Special Obligation School Financing Bonds (Hanover County) Series 2022 $46,615,000 ** 2042 Competitive

September 2022

20 ** Virginia Housing Development Authority Rental Housing Bonds, 2022 Series F-Non-AMT $150,000,000 ** 2057 TBD

October 2022

12 ** Commonwealth of Virginia* General Obligation Bonds, Series 2022A TBD ** TBD Competitive

18 ** Virginia Public School Authority* School Financing Bonds (1997 Resolution) Series 2022B TBD ** TBD Competitive

18 ** Virginia Housing Development Authority Rental Housing Bonds, 2022 Series G - Taxable $40,000,000 ** 2057 TBD

25 ** Virginia Public School Authority* Special Obligation School Financing Bonds (Prince William County) Series 2022 TBD ** TBD TBD

25 ** Virginia Resources Authority Virginia Pooled Financing Program, Series 2022B TBD ** TBD TBD

November 2022

15 ** Virginia Housing Development Authority Rental Housing Bonds, 2022 Series H - Non-AMT $200,000,000 ** 2057 TBD

December 2022

January 2023

TBD ** Virginia Public School Authority* Special Obligation School Financing Bonds (Stafford County) Series 2023 TBD ** TBD TBD

Prepared for the Commonwealth Treasury Board.

This Calendar may be found on the Department of the Treasury's Web Site "www.trs.virginia.gov"


TREASURY BOARD

VIRGINIA DEBT CALENDAR

As of August 1, 2022

The information contained herein, while not guaranteed by the Commonwealth of Virginia Treasury Board, has been obtained from sources which the Treasury Board believes to be reliable and accurate.


COMMONWEALTH OF VIRGINIA BANC OF AMERICA PUBLIC CAPITAL CORP

TREASURY BOARD 36, 60, 84, and 120-MONTH TERMS

MASTER LEASE PROGRAM CONTRACT TB#20-4012

AS OF JULY 31, 2022

Appendix # Agency Term Rate Date Item(s) Amount

TOTAL PROVIDED THROUGH PRIOR MONTH $24,298,864

2020-37 DGS 7 YEAR 3.2168% 7/6/2022 Vehicle Fleet $320,685

TOTAL PROVIDED THIS MONTH $320,685

TOTAL PROVIDED TO DATE $24,619,549

OUTSTANDING REQUESTS - PRIOR MONTH $14,009,039

ADJUSTMENTS:

ADJUSTED REQUESTS OUTSTANDING $14,009,039

REQUESTS APPROVED DURING MONTH:

Request# Agency Date Approved Equipment Requested Amount

TOTAL REQUESTS FOR MONTH $0

LESS REQUESTS MET DURING MONTH ($320,685)

OUTSTANDING REQUESTS $13,688,354

BANC OF AMERICA PUBLIC CAPITAL CORP

LINE OF CREDIT AS OF AUGUST 1, 2020 $80,000,000

USED AUGUST 1, 2020 - JULY 31, 2022 ($24,619,549)

REPAID AUGUST 1, 2020 - JULY 31, 2022 $2,301,272

LINE OF CREDIT BALANCE $57,681,723


COMMONWEALTH OF VIRGINIA APPROVED REQUESTS - BANC OF AMERICA PUBLIC CAPITAL CORP

TREASURY BOARD

MASTER LEASING PROGRAM

AS OF JULY 31, 2022

Date Payment Request Lease Appendix Partial/ Remaining

Request # Agency Approved Equipment Requested Term Mode Amount Amount Number Final Authorization

20001 VPA 9/10/2020 12 Shuttle Trucks 10 Year Semi-Annually 11,600,000.00 11,600,000.00 2020-03 0.00

20002 VEDP 9/15/2020 Office Furnishings & Equipment 7 Year Annually 977,277.73 977,277.73 2020-01 0.00

20003 VSP 9/24/2020 Bell 407GXI Helicopter 10 Year Annually 4,884,430.33 4,884,430.33 2020-02 0.00

20004 DGS 9/21/2020 Vehicle Fleet 7 Year Monthly 2,355,864.83 287,760.00 2020-04

71,940.00 2020-05

370,749.10 2020-06

433,801.48 2020-07

123,943.28 2020-08

135,257.64 2020-10

252,437.44 2020-11

281,800.00 2020-13

222,870.00 2020-20 175,305.89

20005 VDEM 9/29/2020 (4) Chevrolet Tahoes 5 Year Semi-Annual 150,221.12 150,221.12 2020-09 0.00

20006 SVHEC 1/7/2021 Automation Robotics Equipment 5 Year Annually 254,110.00 254,110.00 2020-12 0.00


139,348.23 2020-15

120,573.00 2020-17

143,880.00 2020-18

340,062.00 2020-19

86,145.00 2020-21

390,390.00 2020-25 664,176.85

20008 VDACS 3/8/2021 (1) Bruker MALDI'S Biotyper 3 Year Annually 225,000.00 225,000.00

20009 DFS 4/6/2021 Robotic Equipment (REQUEST CANCELLED) 7 Year Monthly 129,854.11


96,540.00 2020-22

154,929.10 2020-24

123,943.38 2020-26

320,489.00 2020-27

173,830.48 2020-28 872,863.44


274,723.47 2020-30

91,233.00 2020-31

403,632.96 2020-33

144,780.52 2020-34

243,950.69 2020-35

109,804.63 2020-36

320,684.93 2020-37 8,828,792.47

20012 VDACS 8/27/2021 One New Lasrge Capacity Truck 5 Year Annually 235,524.00 235,524.00

20013 DEQ 9/17/2021 Air and Water Monitoring Equipment 3 Year Annually 410,000.00 410,000.00

20014 DOF 10/8/2021 Tree Seedling Harvester 10 Year Annually 850,500.00 850,500.0020015 VDEM 10/28/2021 4 New Ford Explorer Trucks - Police Addition 5 Year Semi-Annual 150,506.92 150,506.92 2020-32 0.00

20016 CNU 2/16/2022 Wired and Wireless Network Equipment 5 Year Monthly 895,863.26 895,863.26

20017 VCU 4/22/2022 Bruker Demo timsTOF Pro LC-MS System 5 Year Monthly 425,000.00 425,000.00

20018 VDEM 5/16/2022 2 New Ford Explorer Trucks 4AWD 5 Year Semi-Annual 61,834.76 61,834.76 2020-32 0.00

20019 DGS 5/24/2022 (1) ThermoFisher Scientific 6000 ION Chromatograph 7 Year Monthly 105,328.20 105,328.20

TOTALS 38,437,757 24,619,549 13,688,354

Page 1



TREASURY BOARD 36, 60, 84, and 120-MONTH TERMS

MASTER LEASE PROGRAM CONTRACT A152-102145

AS OF JULY 31, 2022


TOTAL PROVIDED THROUGH PRIOR MONTH $0

TOTAL PROVIDED THIS MONTH $0

TOTAL PROVIDED TO DATE $0

OUTSTANDING REQUESTS - PRIOR MONTH $0

ADJUSTMENTS:

ADJUSTED REQUESTS OUTSTANDING $0




LESS REQUESTS MET DURING MONTH $0

OUTSTANDING REQUESTS $0


LINE OF CREDIT AS OF JULY 1, 2022 $40,000,000

USED JULY 1, 2022 - JULY 31, 2022 $0

REPAID JULY 1, 2022 - JULY 31, 2022



COMMONWEALTH OF VIRGINIA APPROVED REQUESTS - BANC OF AMERICA PUBLIC CAPITAL CORP

TREASURY BOARD

MASTER LEASING PROGRAM

AS OF JUY 31, 2022



TOTALS 0 0 40,000,000

Page 1



TREASURY BOARD 144-MONTH TERMS

ENERGY LEASE PROGRAM 180-MONTH TERMS

AS OF JULY 31, 2022 Contract A152-94799


TOTAL PROVIDED THROUGH PRIOR MONTH $1,474,325

TOTAL PROVIDED THIS MONTH $0

TOTAL PROVIDED TO DATE $1,474,325

OUTSTANDING REQUESTS - PRIOR MONTH $1,192,387

ADJUSTMENTS:

$0

ADJUSTED REQUESTS OUTSTANDING $1,192,387




LESS REQUESTS MET DURING MONTH $0

OUTSTANDING REQUESTS $1,192,387


LINE OF CREDIT AS OF OCTOBER 22, 2021 $40,000,000

USED OCTOBER 22, 2021 - JULY 31, 2022 ($1,474,325)

REPAID OCTOBER 22, 2021 - JULY 31, 2022 $0



COMMONWEALTH OF VIRGINIA APPROVED REQUESTS - BANC OF AMERICA PUBLIC CAPITAL CORP & BANC OF AMERICA LEASING & CAPITAL. LLC

TREASURY BOARD A152-94799

ENERGY LEASING PROGRAM

AS OF JULY 31, 2022



A152-94799-01 VMNH 11/10/2021 Energy Efficiency Equipment 15 Year Annual $1,474,325 $1,474,325 A152-94799-01 Final $0

A152-94799-02 DGS 1/26/2022 Energy Efficiency Equipment 15 Year Annual $1,192,387 $1,192,387

TOTALS $2,666,712 $1,474,325 $1,192,387


UNDERCOLLATERALIZED DEPOSITORIES:

TYPE/COLLATERAL REQUIREMENT: STATUS:

Premier Bank Inc. Opt-out 105% Increased to 110%

First time under for weekly reporting. Bank was undercollateralized due to a $7,000,000 deposit on 6/3/2022. Additional collateral with a MV of $9,766,662.19 was pledged on 6/7/2022 to cover the shortage.

NEW QUALIFIED DEPOSITORIES:

Integrity Bank for Business Pooled 50%

NAME CHANGE:

MERGED QUALIFIED DEPOSITORIES:

SECURITY FOR PUBLIC DEPOSITS SUMMARY OF DEPOSITORY STATUS

FOR THE MONTH ENDED JUNE 30, 2022

In evaluating this list, please note that being under collateralized in no way reflects the financial condition

of any depository. If you have any questions concerning this list, please call Laura Lingo (804) 371‐6224.Master File - 342 of 448

Bank Name Location Required Amount Market Value

POOLED BANKS Blue Grass Valley Bank Blue Grass, VA $223,614.55 $694,762.58

** Trustar Bank Great Falls, VA $0.00 $0.00

OPT-OUT BANKS

* IDC's 1st Quarter 2022 report.** Rating is no longer below average. Depository will be removed from listing if rating is average or

above on 2nd Quarter 2022 IDC report.

Notes: Market values provided by escrow agents.

Bank Institutions Ranked Below Average by IDC*For the Month June 2022


Bank Name September-21 % of Total December-21 % of Total March-22% of Total June-22

% of Total

Bank of America $1,552,619,802 26% $1,631,074,010 24% $1,466,565,796 24% $1,805,873,205 25%First Citizens Bank and Trust $281,636,979 5% $342,937,369 5% $310,989,850 5% $352,723,126 5%Truist Bank $1,874,903,857 32% $2,230,404,226 33% $2,167,702,589 36% $2,546,499,349 36%Wells Fargo Bank, N.A. $1,179,832,843 20% $1,410,455,320 21% $1,093,911,637 18% $1,420,576,950 20% All Other Banks $993,986,432 17% $1,124,593,402 17% $1,010,036,150 17% $967,666,537 14%

100% 100% 100% 100%

Total Public Deposits all Banks (net of FDIC) $5,882,979,913 $6,739,464,327 $6,049,206,022 $7,093,339,167Total Required Collateral all Banks $6,266,640,251 $7,173,555,261 $6,605,832,643 $7,531,740,152Total Market Value of Collateral all Banks $7,732,706,395 $8,284,583,956 $7,925,015,175 $8,700,483,130Market Value less Required Collateral $1,466,066,144 $1,111,028,695 $1,319,182,532 $1,168,742,978

Total Treasury Demand Deposits $100,150,894 $90,888,194 $91,829,882 $102,189,924Total Certificates of Deposits $10,000,000 $10,000,000 $10,000,000 $0

Grand Totals for Treasury Deposits $110,150,894 $100,888,194 $101,829,882 $102,189,924

26 Opt-out qualified public depositories0 Opt-out bank rated below average and required to pledge collateral at 120%.

OPT OUT BANKS

Quarterly Statistics

As of June 30, 2022


Bank Name September-21% of Total December-21

% of Total March-22

% of Total June-22

% of Total

Atlantic Union Bank $898,406,681 27% $1,027,902,628 27% $987,836,051 26% $838,556,581 22%Carter Bank & Trust $130,657,704 4% $163,595,233 4% $152,709,550 4% $174,929,559 5%Citizens & Farmers Bank $125,214,212 4% $152,604,968 4% $167,241,713 5% $160,696,361 4%First Bank & Trust $261,743,769 8% $338,607,988 9% $355,886,616 9% $416,484,014 11%National Bank of Blacksburg $296,779,837 9% $333,377,349 9% $354,248,491 9% $366,419,108 10%Towne Bank $302,969,072 9% $329,258,036 9% $347,032,638 9% $394,307,886 10%All other Banks $1,320,051,349 39% $1,479,690,330 38% $1,441,560,324 38% $1,484,934,810 38%

100% 100% 100% 100%

Total Public Deposits all Banks (net of FDIC) $3,335,822,624 $3,825,036,532 $3,806,515,383 $3,836,328,319Total Required Collateral all Banks $2,412,589,093 $2,814,311,390 $2,813,948,361 $2,816,706,080Total Market Value of Collateral all Banks $3,162,621,148 $3,381,866,729 $3,440,795,286 $3,611,039,846Market Value less Required Collateral $750,032,055 $567,555,339 $626,846,925 $794,333,766Coverage of Deposits based on Market Value of Collateral 0.95:1 0.88:1 0.9:1 0.94:1

Total Treasury Demand Deposits $5,383,678 $4,286,070 $4,119,625 $3,674,492Total Certificates of Deposits $20,250,000 $20,250,000 $20,250,000 $10,250,000

Grand Totals for Treasury Deposits $25,633,678 $24,536,070 $24,369,625 $13,924,492

59 Pooled qualified public depositories 2 Pooled bank required to have 100% collateral pledged.

POOLED BANKS

Quarterly StatisticsAs of June 30, 2022


Pooled Banks

Collateral DescriptionMarket Value as of

9/30/21 % of Total

Market Value as of 12/31/21

% of Total


% of Total


% of Total

$1,965,990 0% $1,945,914 0% $0 0% $0 0%

$1,436,816,533 45% $1,511,791,085 45% $1,470,379,434 43% $1,397,594,861 39%

$85,526,765 3% $110,222,375 3% $150,777,154 4% $209,835,318 6%

$1,798,043 0% $8,496,027 0% $6,953,275 0% $2,992,985 0%

Federal Agricultural Mortgage Corp. $1,698,665 0% $1,665,185 0% $1,592,885 0% $3,426,752 0%

Federal Farm Credit Bureau $73,074,728 2% $74,379,467 2% $82,310,893 3% $90,040,803 2%

Federal Home Loan Bank (FHLB) $72,307,304 2% $69,667,714 2% $70,906,238 2% $135,559,524 4%

Federal Home Loan Mortgage Corporation $287,694,078 9% $313,609,517 9% $310,572,054 9% $280,660,123 8%

Federal National Mortgage Association $268,236,767 9% $335,005,236 10% $385,379,784 11% $421,851,480 12%

Government National Mortgage Association $121,877,175 4% $124,660,272 4% $108,622,727 3% $111,189,256 3%

FHLB Letters of Credit $743,751,000 24% $760,751,000 23% $775,751,000 23% $885,001,000 24%

Small Business Administration $65,504,735 2% $69,215,859 2% $77,117,707 2% $72,484,276 2%

Other U. S. Government Secured $2,369,365 0% $457,078 0% $432,135 0% $403,468 0%

Total $3,162,621,148 100% $3,381,866,729 100% $3,440,795,286 100% $3,611,039,846 100%

Opt-Out Banks

Collateral DescriptionMarket Value as of

9/30/21 % of Total


% of Total


% of Total


% of Total

$426,312,180 6% $430,511,722 5% $328,299,017 4% $224,712,037 3%

$26,055,489 1% $2,234,731,801 27% $2,151,396,287 27% $224,669,847 3%

$0 0% $0 0% $0 0% $5,877,420 0%

Federal Agricultural Mortgage Corp. $491,940 0% $486,435 0% $463,980 0% $457,235 0%

Federal Farm Credit Bureau $97,066,990 1% $103,508,297 1% $63,043,713 1% $55,694,665 1%

Federal Home Loan Bank (FHLB) $794,886,451 10% $692,953,117 8% $79,935,718 1% $84,359,039 1%

Federal Home Loan Mortgage Corporation $1,648,050,308 21% $737,272,606 9% $1,244,365,834 16% $1,782,078,066 20%

Federal National Mortgage Association $3,495,882,245 45% $3,113,680,125 37% $2,689,181,409 34% $4,478,818,582 51%

Government National Mortgage Association $316,841,352 4% $48,364,692 1% $425,430,299 5% $1,233,954,086 14%

FHLB Letters of Credit $880,000,000 11% $877,000,000 11% $899,000,000 11% $569,000,000 7%

Small Business Administration $1,339,667 0% $1,284,112 0% $1,127,074 0% $39,850,761 0%

Other U. S. Government Secured $45,779,773 1% $44,791,049 1% $42,771,844 1% $1,011,392 0%

Total $7,732,706,395 100% $8,284,583,956 100% $7,925,015,175 100% $8,700,483,130 100%

U.S. Agencies

U.S. Treasury Notes

U.S. Treasury Bills

U.S. Agencies

Municipal Securities

U.S. Treasury Notes

U.S. Treasury Bills

Municipal Securities

Collateral Value SummaryAs of June 30, 2022

Corporate Notes


Pooled Banks

June 30, 2022 % June 30, 2022 %

Bank Type Total Public Deposits of Total Treasurer of VA Accounts of Total

Virginia National Banks 710,163,475 18.51% 5,599,135 40.21%

Virginia State Chartered Banks 3,026,916,660 78.90% 8,207,617 58.94%

Total Virginia Banks 3,737,080,135 97.41% 13,806,752 99.15%

Out of State National Banks 36,168,754 0.94% 93,646 0.67%

Out of State State Chartered Banks 63,079,430 1.65% 24,094 0.18%

Total Out of State Banks 99,248,184 2.59% 117,740 0.85%

Grand Total 3,836,328,319 100.00% 13,924,492 100.00%

Opt-Out Banks

June 30, 2022 % June 30, 2022 %

Bank Type Total Public Deposits of Total Treasurer of VA Accounts of Total

Virginia National Banks 278,252,040 3.92% 425,469 0.42%

Virginia State Chartered Banks 182,694,412 2.58% 515,277 0.50%

Total Virginia Banks 460,946,452 6.50% 940,746 0.92%

Out of State National Banks 3,417,919,850 48.18% 74,018,252 72.43%

Out of State State Chartered Banks 3,214,472,865 45.32% 27,230,926 26.65%

Total Out of State Banks 6,632,392,715 93.50% 101,249,178 99.08%

Grand Total 7,093,339,167 100.00% 102,189,924 100.00%

Public Deposits by Bank Type

June 30, 2022


POOLED 1st Month

Undercollateralized2nd Month

Undercollateralized3rd Month

Undercollateralized

TruPoint Bank Apr-22Citizens & Farmers Bank Mar-22Highlands Community Bank Jan-22FVCbank Jul-21

OPT-OUT - Monthly ReportM&T Bank Nov-21

OPT-OUT - Weekly Report 1st Week

Undercollateralized2nd Week

Undercollateralized6 month collateral increase end date

Premier Bank, Inc. 6/3/2022 12/16/2022

REPORTING COMPLIANCE STATISTICS - UNDERCOLLATERALIZED

FOR JULY 2021 - JUNE 2022


Pooled Banks Reporting Late Number of Times LateTotal Number Possible

Times Late

Bank NameMVB Bank, Inc. 10 16Oak View National Bank 2 16Legacy Bank 1 16Pinnacle Bank 1 16PNC Bank, N.A. 1 16Trustar Bank 1 16

Opt-Out Banks Reporting Late Number of Times LateTotal Number Possible

Times Late

Bank NameSandy Spring Bank 4 68Premier Bank 3 68Chesapeake Bank 2 68EagleBank 1 68First Citizens Bank and Trust 1 68FNBP Narrows 1 68JPMorgan Chase Bank 1 68Manufacturers & Traders Trust Company 1 68Powell Valley National Bank 1 68

Escrow Banks Reporting Late Number of Times LateTotal Number Possible

Times Late

Escrow Bank NamePNC Bank, N.A. (7 banks) 6 64CBB/TBB (24 banks) 6 64Bank of New York (6 banks) 3 64

REPORTING COMPLIANCE STATISTICS - LATE REPORTINGFOR JULY 2021 - JUNE 2022


Opt-Out Banks

Bank Name SPDA Contact LocationAmerican National Bank and Trust Company Danville, VABank of America, N.A. Charlotte, NCBank of Charlotte County Phenix, VABank of Marion Marion, VABank of the James Lynchburg, VACapital One, N.A. McLean, VAChesapeake Bank Kilmarnock, VADollar Bank Pittsburgh, PAEagleBank Bethesda, MDFarmers and Merchants Bank-Timberville Timberville, VAFarmers and Miners Bank Pennington Gap, VA

Farmers Bank-Appomattox Appomattox, VA

First Citizens Bank and Trust Raleigh, NCFNBP Narrows Narrows, VAJPMorgan Chase Bank, N.A. Norfolk, VAManufacturers & Traders Trust Company Washington, DCPowell Valley National Bank Jonesville, VAPremier Bank, Inc. Madison, WVRegions Bank Birmingham, ALSandy Spring Bank Olney, MDShore United Bank Easton, MDTD Bank, N.A. Cherry Hill, NJTruist Bank Lumberton, NCUnited Bank Parkersburg, WVVillage Bank Midlothian, VAWells Fargo Bank, N.A. Charlotte, NC

Summary of Qualified DepositoriesAs of June 2022



Pooled Banks

Bank Name SPDA Contact LocationAtlantic Union Bank Richmond, VABank of Botetourt Buchanan, VABank of Charles Town Charles Town, WVBank of Clarke County Berryville, VABank of Southside Virginia Carson, VABenchmark Community Bank Kenbridge, VABlue Grass Valley Bank Blue Grass, VABlue Ridge Bank, N.A. Luray, VABurke and Herbert Bank & Trust Alexandria, VACapital Bank, N.A. Rockville, MDCapon Valley Bank Wardensville, WVCarter Bank & Trust Martinsville, VACitizens and Farmers Bank West Point, VACitizens Bank and Trust Company Blackstone, VACity National Bank of West Virginia Cross Lanes, WVCornerStone Bank, N.A. Lexington, VAFarmers and Merchants Bank - Craig County New Castle, VAFarmers Bank-Windsor Windsor, VAFirst Bank & Trust Abingdon, VAFirst Bank-Strasburg Strasburg, VAFirst Community Bank, N.A. Bluefield, VAFirst National Bank Altavista, VAFirst Sentinel Bank Richlands, VAFreedom Bank of Virginia Fairfax, VA

Frontier Community Bank Waynesboro, VAFulton Bank, N.A. Lancaster, PAFVCbank Fairfax, VAHighlands Community Bank Covington, VAHomeTrust Bank Asheville, NC

Integrity Bank for Business Virginia Beach, VA



Pooled Banks

Bank Name SPDA Contact LocationJohn Marshall Bank Reston, VALee Bank and Trust Pennington Gap, VALegacy Bank Grundy, VAMainstreet Bank Herndon, VAMiners Exchange Bank Coeburn, VAMovement Bank Danville, VAMVB Bank, Inc. Fairmont, WVNational Bank of Blacksburg Blacksburg, VANew Horizon Bank, N.A. Powhatan, VANew Peoples Bank, Inc. Honaker, VAOak View National Bank Warrenton, VAOld Point National Bank Hampton, VAPendleton Community Bank Franklin, WVPinnacle Bank Nashville, TNPioneer Bank Stanley, VAPNC Bank, N.A. Pittsburgh, PAPrimis Bank Glen Allen, VASelect Bank Lynchburg, VASkyline National Bank Independence, VASouthern Bank and Trust Mount Olive, NCSummit Community Bank Moorefield, WVSurrey Bank & Trust Mount Airy, NCTouchstone Bank Prince George, VATowne Bank Suffolk, VATruPoint Bank Grundy, VATrustar Bank Great Falls, VAVCC Bank Christiansburg, VAVirginia National Bank Charlottesville, VAVirginia Partners Bank Fredericksburg, VA


Members of the Virginia Treasury Board Commonwealth of Virginia Department of Treasury 101 North 14th Street Richmond, VA 23219

RE: Virginia State Non-Arbitrage Program Report

Ladies and Gentlemen:

PFM Asset Management LLC (“PFMAM”) is pleased to provide you with the Virginia State Non-Arbitrage Program (“Program”) Report for the month ended July 31, 2022. Attached you will find various reports and information designed to aid you in your review of the Program.

Economic Summary & Portfolio Strategy Update There has been significant perception changing economic news during the past month. U.S. gross domestic product (“GDP”) shrank 0.9% at an annualized pace for the second quarter of 2022, according to the Bureau of Economic Analysis’ first estimate. This is the second straight quarter of contraction, putting the economy under a common definition of “technical recession.” A recession, however, is not official until the National Bureau of Economic Research (“NBER”) declares one. The estimate reported improvements in exports and consumer spending but the gains were not strong enough to cover the broad declines in inventories, government spending and business and residential spending.

At the July 2022 Federal Open Market Committee (“FOMC”) meeting, the Federal Reserve (“The Fed”) once again raised the federal funds target rate’s range by 75 basis points to 2.25% to 2.50%. This was the latest in a series of hikes that started in March 2022 and have been targeted to alleviate historically high inflation.

U.S. Inflation reached a 40-Year High in June, driven by record gas prices. Inflation surged to a new pandemic-era peak in June, with US consumer prices jumping by 9.1% year-over-year, according to data released on July 18, 2022, by the Bureau of Labor Statistics. Much of the June increase was driven by a jump in gasoline prices, which were up nearly 60% over the year. Americans faced record-high gas prices in June, with the national average topping $5 a gallon across the country. Electricity and natural gas prices also rose, by 13.7% and 38.4%, respectively, for the 12-month period ended in June. Overall, energy prices rose by 41.6% year-over-year

The Conference Board’s July consumer confidence index came in below forecasts, to the lowest level seen since February 2021. Weaker perceptions of current economic


conditions drove the decline, in addition to a deteriorating outlook and worsening feelings towards the labor market.

U.S. manufacturing activity continued to cool in July as more factories scaled back production in the face of shrinking orders and rising inventories. The Institute for supply Management’s gauge of factory activity eased to 52.8, the lowest level since Jun 2020, from 53 a month earlier. Panelists are now expressing concern about a softening in the economy, as new order rates contracted for the second month amid developing anxiety about excess inventory in the supply chain.

The Bureau for Labor Statistics reported 528,000 new jobs were added in July while unemployment slightly decreased to 3.5% from 3.6%. This increase in jobs suggests that the U.S. has recovered all jobs lost during the pandemic. Despite other signs of economic weakness, the labor market remains strong.

In July, the SNAP Fund portfolio managers were able to find value in repurchase agreements, as the Fed aggressively continues to hike interest rates, and federal agencies. The SNAP Fund portfolio is actively managed with a shorter weighted average maturity (“WAM”) to monitor and invest accordingly in tandem with an active FOMC. With this strategy, the SNAP Fund can increase yield while focusing on safety and liquidity of the portfolio.

Performance

The monthly distribution yield for the Fund was 1.69% in July, higher from June’s yield of 1.23%. At the end of July, the seven-day average yield was 1.94%, higher from June’s seven-day average yield of 1.49%.

During the month of July, the Fund outperformed its benchmark, the iMoneyNet First Tier Institutional-Only Average index, gross of expenses and net of expenses basis. Performance statistics, on both a gross and net return basis, are shown below.

The weighted average maturity (WAM) and weighted average life (WAL) of the portfolio on July 31, 2022, were 25 days and 63 days respectively. At the end of June, the WAM and WAL were 29 days and 60 days respectively.

Returns Gross of Expenses Monthly Yield July 2022

Monthly Yield June 2022

Total Return for 12 Months Ended

July 2022 SNAP Fund 1.76% 1.30% 0.50% iMoneyNet First Tier Institutional-Only Average 1.74% 1.25% 0.47%

Returns Net of Expenses SNAP Fund (Distribution Yield) 1.69% 1.23% 0.43% iMoneyNet First Tier Institutional-Only Average 1.43% 0.95% 0.29%


SNAP Program Activity Program assets as of July 31, 2022, were $5.56 billion. The details of new bond issues invested through the Program are shown below.

Additional Information The annual rebate calculation and yield restriction estimates provided to all SNAP Participants as of June 30, 2022, have been compiled and distributed. The PFMAM Arbitrage Rebate team reports 552 reports were provided to SNAP Participants to aide in their financial reporting and budgeting processes.

PFMAM continues to provide oversight over the financial institutions that provide service to the Program and will keep Treasury Staff and the Treasury Board informed of any deviation in level of service.

Please feel free to contact me if you have any questions.

Sincerely,

Nelson L. Bush Managing Director PFM Asset Management LLC * The gross performance information represents the investment returns of the SNAP Fund before deducting fees and expenses and does not reflect actual investment returns that investors in the SNAP Fund would experience. Gross performance is shown solely for purposes of comparison to the gross performance of certain indices. All of the yields and returns represent past performance, which is not a guarantee of future results that may be achieved by the SNAP Fund. The yield for a stable value fund more closely reflects the current earnings of the fund than its total return.

Investor Bond Issue Name Investment Date

Investment Amount

Fauquier County Water and Sanitation

Authority

Water and Sanitary System Revenue Bond,

Series 2022 7/12/2022 6,100,279

Northern Virginia Transportation Commission

Transportation District Special Obligation

Revenue Bonds, Series 2022

7/13/2022 131,369,631

Total New Bond Issues Invested $137,469,910


*Percentages may not total to 100% due to rounding.

Portfolio Composition*

Portfolio Ratings Breakdown*

U.S. Treasuries1.7%

Federal Agencies5.5%

Commercial Paper29.3% Certificates of

Deposit37.3%

Repurchase Agreements

26.2%Government Money Market Mutual Funds

0.02%

AAAm0.02%

A‐1+ (Short‐term)27.1%

A‐1 (Short‐term)72.9%

Virginia SNAP® Program - SNAP Fund Portfolio

Portfolio Composition and RatingsJuly 31, 2022


*Floating rate obligations are shown to their next reset date. All other securities are shown to their final maturity date.

Maturity Distribution*

0%

5%

10%

15%

20%

25%

30%

35%

40%

45%

50%

1 day 2 ‐ 7 days 8 ‐ 30 days 31 ‐ 90 days 91 ‐ 180 days 180+ days

July 31, 2022 June 30, 2022


Portfolio Maturity DistributionJuly 31, 2022


July 31, 2022 June 30, 2022 Net ChangeDistribution Yield (Gross) 1.7611% 1.2996% 0.4600%Distribution Yield (Net) 1.6903% 1.2301% 0.4600%Average Maturity* 25 days 29 days (4) daysNet Assets $5,545,411,365.84 $5,662,267,274 ($116,855,908)Number of Accounts 873 880 (7)

1. MMKT is iMoneyNet U.S. Prime First Tier Institutional Average Money Market Funds Net Yields

2. SNAP Fund Net Monthly Distribution Yield

*Average Maturity of SNAP Fund

Net Performance Comparison

0.00%

0.50%

1.00%

1.50%

2.00%

Jul-20 Aug-20 Sep-20 Oct-20 Nov-20 Dec-20 Jan-21 Feb-21 Mar-21 Apr-21 May-21 Jun-21 Jul-21 Aug-21 Sep-21 Oct-21 Nov-21 Dec-21 Jan-22 Feb-22 Mar-22 Apr-22 May-22 Jun-22 Jul-22

MMKT ¹ SNAP ²


Investment OverviewJuly 31, 2022


Assets

Investments 5,589,726,188.52$ Cash 238,429.58 Accrued Interest 5,642,025.92

Total Assets 5,595,606,644.02

Liabilities

Payable for Securities Purchased 49,833,638.89 Investment Management Fees Payable 311,836.89 Other Operating Expenses Payable 49,802.40

Total Liabilities 50,195,278.18

Net Position 5,545,411,365.84$

Net Asset Value per Share 1.00$


Statement of Net PositionJuly 31, 2022

(unaudited)


Income

Investment Income 8,435,268.09$

Total Income 8,435,268.09 Expenses

Investment Management Fees 311,836.89 Treasury Oversight Fee 8,493.07 Other Operating Expenses 17,368.37

Total Expenses 337,698.33

Net Investment Income 8,097,569.76

Net Realized Loss on Investment Securities Sold (2,575.42)

Net Increase from Investment Operations Before Capital Share Transactions 8,094,994.34

Shares Issued 150,315,623.37 Shares Redeemed (275,266,526.13)

Total Increase (Decrease) in Net Position (116,855,908.42)

Net Position -- June 30, 2022 5,662,267,274.26

Net Position -- July 31, 2022 5,545,411,365.84$


Statement of Changes in Net PositionFor the Month Ended July 31, 2022

(unaudited)


To: Virginia Treasury Board Members From: PFM Asset Management LLC Subject: Virginia SNAP Fund (the “Fund”)

Compliance Checklist for the Month Ended July 31, 2022 I. Determination of Amortized Cost-Based and Market-Based Net Asset Value (NAVs)

A. Have the net asset values per share of each portfolio security been computed based upon

available market quotations (or an appropriate substitute which reflects current market conditions) at least weekly?

Date of Pricing 7/7/2022 7/14/2022 7/21/2022 7/28/2022

Average Maturity 26.9 Days 23.5 Days 23.7 Days 26.1 Days

Net Assets at Market 5,650.00 5,754.32 5,620.50 5,548.98

Shares Outstanding 5,653.11 5,757.60 5,623.14 5,551.20

NAV as of Pricing Date 0.99945 0.99943 0.99953 0.99960

Deviation from $1.00 -0.00055 -0.00057 -0.00047 -0.00040

B. Did the deviation of the market-based net asset value per share exceed 0.25%?

Yes No

If deviation was in excess of 0.25%: 1. Was the market-based NAV computation performed on a daily basis until the

deviation fell below 0.25%? Yes No Not Applicable

2. Was the Board informed of the situation and told what action, if any, was being taken?

Yes No Not Applicable


C. Did deviation of the market-based net asset value per share exceed 0.3750%?

Yes No

If the deviation was in excess of 0.3750%, was a meeting of the Board was held to determine what action, if any, should be initiated by the Board? Please note action below.

D. Was the portfolio periodically stress tested?

Yes No

E. Is the Advisor completing a periodic stress test of the Fund and reporting any deviation of the market-based net asset value per share that exceeds 0.3750%?

Yes No II. Credit Quality

A. Were all corporate notes and bonds rated at least two of the following ratings: at least AA

by S&P; at least AA by Moody’s or at least AA by Fitch? Yes No Not Applicable

B. Was all commercial paper rated in the top short term rating category by at least two

nationally recognized statistical ratings organizations: S&P, Moody’s or Fitch?


C. Were all bankers’ acceptances rated in the top short-term category by at least two nationally recognized statistical ratings organizations?


D. Were all bank deposit notes and certificates of deposit, whether maturing in one year or

less (short-term rating applies) or greater than one year but not to exceed 13 months (long-term rating applies), rated in one of the two highest rating categories by two of the three following nationally recognized statistical ratings organizations: S&P, Moody’s or Fitch?


E. Was at least 50% of the portfolio composed of securities rated at least A-1+ by S&P? (Note: Securities rated A-1 that mature within 5 business days are considered A-1+ for S&P’s AAAm requirements.)



F. Were all securities held in the portfolio analyzed by the Advisor and deemed to present minimal credit risk?

Yes No

G. Were any securities in the portfolio downgraded to below eligible security quality within the month?

Yes No

H. Were any securities in the portfolio in default for the month?

Yes No

If so, explain what action has been taken: I Were all repurchase agreements collateralized with only permitted securities? Yes No J. Were all repurchase counterparties deemed credit worthy in accordance with the

procedures governing repurchase agreements? Yes No

III. Diversification A. Did commercial paper represent more than 35% of the portfolio’s total assets at the time

of purchase?

Yes No Not Applicable B. Did any issuer at the time of purchase, other than the U.S. Government, represent more

than 5% of the portfolio’s assets? Yes No

C. Did any Federal Agency issuer at the time of purchase, represent more than 33% of the

Fund’s assets (final maturities of 30 days or less are excluded from this limit per S&P Fund Rating Criteria)?



IV. Maturity A. Did the dollar weighted average maturity of the portfolio exceed 60 days?

Yes No

B. Did the dollar weighted average life of the portfolio exceed 120 calendar days? Yes No

C. The maximum remaining maturity of all securities in the portfolio does not exceed 397 calendar days, other than U.S. Government or federal agency obligations under repurchase agreements, or unless subject at the time of purchase to an irrevocable agreement on the part of the responsible person to purchase the security within 397 days.

Yes No

D. The maximum maturity of any single issue of commercial paper in the portfolio did not exceed 270 days at the time of purchase.


E. The maximum maturity of any single banker’s acceptance in the portfolio did not exceed

180 days at the time of purchase.

Yes No Not Applicable F. Did the Fund acquire any security other than a Daily Liquid Asset, if immediately after

the acquisition, the Fund would have been invested in less than 10% Daily Liquid Assets?

Yes No

G. Did the Fund acquire any security other than a Weekly Liquid Asset, if immediately after

the acquisition, the Fund would have been invested in less than 30% Weekly Liquid Assets?

Yes No

H. Did the Fund acquire any security, when at the time of purchase; the security represented

more than 5% in illiquid securities?

Yes No


SNAP Fund Shares Outstanding 5,545,411,366

Individual PortfoliosNorthern Virginia Transportation Commission 2022 DSRF 7,510,033 Northern Virginia Transportation Commission 2018 VRA DSRF 2,005,744 City of Virginia Beach Storm Water DSRF 9,445,505

18,961,282$

TOTAL 5,564,372,648$

Virginia SNAP®

Program

Summary of Assets July 31, 2022


Date7-Day Yield Fund Purchases Fund Redemptions

Net Fund Activity Fund Balance

7/1/2022 1.49% $907,070 $957,872 -$50,803 $5,662,216,4727/4/2022 1.52% $0 $0 $0 $5,662,216,4727/5/2022 1.53% $0 $1,714,459 -$1,714,459 $5,660,502,0137/6/2022 1.54% $0 $7,325,095 -$7,325,095 $5,653,176,9187/7/2022 1.55% $4,280,832 $4,347,898 -$67,066 $5,653,109,8517/8/2022 1.56% $876,296 $5,175,947 -$4,299,651 $5,648,810,201

7/11/2022 1.59% $0 $8,852,028 -$8,852,028 $5,639,958,1727/12/2022 1.59% $6,100,279 $8,719,354 -$2,619,075 $5,637,339,0977/13/2022 1.60% $130,482,131 $5,416,906 $125,065,225 $5,762,404,3227/14/2022 1.60% $0 $4,807,800 -$4,807,800 $5,757,596,5227/15/2022 1.61% $882,920 $9,439,085 -$8,556,165 $5,749,040,3577/18/2022 1.63% $0 $205,000 -$205,000 $5,748,835,3577/19/2022 1.65% $4,506,052 $2,288,256 $2,217,795 $5,751,053,1537/20/2022 1.66% $416,343 $128,172,008 -$127,755,665 $5,623,297,4887/21/2022 1.67% $0 $161,625 -$161,625 $5,623,135,8637/22/2022 1.68% $932,632 $42,851,562 -$41,918,930 $5,581,216,9347/25/2022 1.70% $0 $12,174,645 -$12,174,645 $5,569,042,2897/26/2022 1.71% $0 $8,847,161 -$8,847,161 $5,560,195,1287/27/2022 1.72% $0 $8,103,440 -$8,103,440 $5,552,091,6887/28/2022 1.76% $0 $894,947 -$894,947 $5,551,196,7417/29/2022 1.82% $9,026,064 $14,811,439 -$5,785,375 $5,545,411,366

TOTALS: $158,410,618 $275,266,526 -$116,855,908

Average Fund Balance: $5,647,230,781Average Net Fund Activity: -$5,564,567Total Fund Purchases $158,410,618Total Fund Redemptions $275,266,526

SNAP Fund Trade Activity

Fund Flows

Virginia SNAP® Program - SNAP Fund PortfolioMonth Ended July 31, 2022

$0$500,000,000$1,000,000,000$1,500,000,000$2,000,000,000$2,500,000,000$3,000,000,000$3,500,000,000$4,000,000,000$4,500,000,000$5,000,000,000$5,500,000,000$6,000,000,000$6,500,000,000

$0

$20,000,000

$40,000,000

$60,000,000

$80,000,000

$100,000,000

$120,000,000

$140,000,000

7/1 7/3 7/5 7/7 7/9 7/11 7/13 7/15 7/17 7/19 7/21 7/23 7/25 7/27 7/29

Fund

Bal

ance

Purc

hase

s an

d R

edem

ptio

ns

Fund Balance Fund Purchases Fund Redemptions


Schedule of Investments July 31, 2022For the Month Ending

SNAP® Fund Portfolio Virginia State Non-Arbitrage Program®

{VA SNAP POOL_2022-07-31}

Yield to S&P Moody's Maturity

DateRatingsRatingsMaturityCUSIP Category of Investment / Issuer Principal Value(1) (2)

U.S. Treasury Repurchase Agreement

RPE93ZFB2 2.230% 474,000,000.00BNP PARIBAS 08/01/2022 474,000,000.00A-1 P-1

RPEA3M552 1.140% 75,000,000.00BNP PARIBAS 08/05/2022 75,000,000.00A-1 P-1

RPEA3V6V4 1.750% 50,000,000.00BNP PARIBAS 08/05/2022 50,000,000.00A-1 P-1

RPE83ZHH9 2.380% 110,000,000.00BNP PARIBAS 10/03/2022 110,000,000.00A-1 P-1

709,000,000.00 709,000,000.00 Category of Investment Sub-Total

U.S. Treasury Debt

912796XV6 2.260% 20,000,000.00UNITED STATES TREASURY 09/13/2022 19,946,202.22A-1+ P-1

912796XW4 2.249% 30,000,000.00UNITED STATES TREASURY 09/20/2022 29,906,625.00A-1+ P-1

912796V63 2.470% 45,000,000.00UNITED STATES TREASURY 10/20/2022 44,754,500.00A-1+ P-1


U.S. Government Agency Repurchase Agreement

RPE33XDK2 2.090% 100,000,000.00BNP PARIBAS 08/18/2022 100,000,000.00A-1 P-1

RPE13XTL7 2.270% 60,000,000.00BOFA SECURITIES INC 09/22/2022 60,000,000.00A-1 NR

RPE83ZSF1 2.270% 447,600,000.00CREDIT AGRICOLE CIB/US 08/01/2022 447,600,000.00A-1 P-1

RPE43Z7C0 2.280% 150,000,000.00GOLDMAN SACHS & CO 09/22/2022 150,000,000.00A-1 NR


U.S. Government Agency Debt

313385F27 2.258% 65,000,000.00FEDERAL HOME LOAN BANKS 09/09/2022 64,841,562.50A-1+ P-1

313385F92 2.257% 30,000,000.00FEDERAL HOME LOAN BANKS 09/16/2022 29,913,750.00A-1+ P-1

313385G67 2.267% 85,000,000.00FEDERAL HOME LOAN BANKS 09/21/2022 84,727,978.75A-1+ P-1

313385G83 2.268% 130,000,000.00FEDERAL HOME LOAN BANKS 09/23/2022 129,567,461.11A-1+ P-1


Non-Financial Company Commercial Paper

19416FH31 2.201% 50,000,000.00COLGATE-PALMOLIVE CO 08/03/2022 49,993,888.89A-1+ P-1








Investment Company

38141W273 2.076% 1,000,000.00GOLDMAN SACHS GOV OBLI MMF 08/07/2022 1,000,000.00AAAm Aaa


Financial Company Commercial Paper

06367NBK8 2.625% 50,000,000.00BANK OF MONTREAL CHICAGO 01/03/2023 50,000,000.00A-1 P-1(3)

06743VLW8 2.280% 23,000,000.00BARCLAYS CAPITAL INC 11/30/2022 22,826,062.50A-1 NR

06743VP12 3.513% 50,000,000.00BARCLAYS CAPITAL INC 02/01/2023 49,118,333.34A-1 NR

06054PH17 1.375% 31,000,000.00BOFA SECURITIES INC 08/01/2022 31,000,000.00A-1 NR

06054PJ15 0.985% 50,000,000.00BOFA SECURITIES INC 09/01/2022 49,957,805.56A-1 NR

06054PJ72 1.691% 29,000,000.00BOFA SECURITIES INC 09/07/2022 28,949,926.67A-1 NR

17327BJ14 1.460% 50,000,000.00CITIGROUP GLOBAL MARKETS 09/01/2022 49,937,569.44A-1 P-1

17327BL11 1.748% 25,000,000.00CITIGROUP GLOBAL MARKETS 11/01/2022 24,889,472.22A-1 P-1

17327BLW3 2.265% 25,000,000.00CITIGROUP GLOBAL MARKETS 11/30/2022 24,811,777.78A-1 P-1

22533UHH9 1.546% 9,750,000.00CREDIT AGRICOLE CIB NY 08/17/2022 9,743,326.67A-1 P-1

22533UJL8 1.740% 26,000,000.00CREDIT AGRICOLE CIB NY 09/20/2022 25,937,527.78A-1 P-1

22533UJT1 2.633% 28,000,000.00CREDIT AGRICOLE CIB NY 09/27/2022 27,883,846.67A-1 P-1

26821JHC7 1.225% 32,500,000.00DZ BANK AG DEUTSCHE ZENTRAL 08/12/2022 32,487,884.72A-1 P-1

60682XJ15 1.607% 25,000,000.00MITSUBISHI UFJ TR&BK NY 09/01/2022 24,965,555.55A-1 P-1

60682XJD9 1.708% 55,000,000.00MITSUBISHI UFJ TR&BK NY 09/13/2022 54,888,319.44A-1 P-1

63873KJ16 1.728% 15,000,000.00NATIXIS NY BRANCH 09/01/2022 14,977,783.33A-1 P-1

63873KJ24 1.619% 32,000,000.00NATIXIS NY BRANCH 09/02/2022 31,954,204.44A-1 P-1

63873KL13 2.840% 60,000,000.00NATIXIS NY BRANCH 11/01/2022 59,568,238.89A-1 P-1

78015M6B1 2.790% 45,000,000.00ROYAL BANK OF CANADA NY 01/06/2023 45,000,000.00A-1+ P-1(3)

86563HJN1 2.382% 50,000,000.00SUMITOMO MITSUI TRUST NY 09/22/2022 49,828,833.33A-1 P-1

89233HJM7 1.720% 15,000,000.00TOYOTA MOTOR CREDIT CORP 09/21/2022 14,963,662.50A-1+ P-1

89233BCS4 2.060% 30,000,000.00TOYOTA MOTOR CREDIT CORP 01/20/2023 30,000,000.00A-1+ P-1(3)








Certificate of Deposit

06367CKA4 1.498% 35,000,000.00BANK OF MONTREAL CHICAGO 08/19/2022 35,000,000.00A-1 P-1(3)

06417MYU3 2.680% 50,000,000.00BANK OF NOVA SCOTIA HOUSTON 12/01/2022 50,000,000.00A-1 P-1(3)

06417MYS8 2.710% 60,000,000.00BANK OF NOVA SCOTIA HOUSTON 01/03/2023 60,000,000.00A-1 P-1(3)

06742TH33 1.720% 15,000,000.00BARCLAYS BANK PLC 08/10/2022 15,000,000.00A-1 P-1(3)

06742TP83 1.990% 50,000,000.00BARCLAYS BANK PLC 12/01/2022 50,000,000.00A-1 P-1(3)

13606CVN1 1.461% 34,000,000.00CANADIAN IMP BK COMM NY 08/16/2022 34,000,000.00A-1 P-1(3)

13606KER3 2.920% 50,000,000.00CANADIAN IMP BK COMM NY 09/09/2022 50,000,000.00A-1 P-1(3)

13606KHS8 2.710% 60,000,000.00CANADIAN IMP BK COMM NY 01/03/2023 60,000,000.00A-1 P-1(3)

13606KFU5 2.680% 45,000,000.00CANADIAN IMP BK COMM NY 01/09/2023 45,000,000.00A-1 P-1(3)

20271EZC6 1.720% 25,000,000.00COMMONWEALTH BANK OF AUSTRALIA NY 09/22/2022 25,000,000.00A-1+ P-1

22536ANR1 1.410% 19,000,000.00CREDIT AGRICOLE CIB NY 08/01/2022 19,000,000.00A-1 P-1

22552GAS9 2.653% 35,000,000.00CREDIT SUISSE NEW YORK 10/04/2022 35,000,000.00A-1 P-1(3)

40054PHE8 1.722% 38,000,000.00GOLDMAN SACHS GROUP INC 09/02/2022 38,000,000.00A-1 P-1(3)

40054PHT5 2.030% 50,000,000.00GOLDMAN SACHS GROUP INC 09/26/2022 50,000,000.00A-1 P-1(3)

40435RMH1 2.480% 15,000,000.00HSBC BANK USA NA 11/04/2022 15,000,000.00A-1 P-1(3)

40435RNN7 2.840% 50,000,000.00HSBC BANK USA NA 01/09/2023 50,000,000.00A-1 P-1(3)

60683B6L2 1.610% 25,000,000.00MITSUBISHI UFJ TR&BK NY 09/01/2022 25,000,000.00A-1 P-1

60683B7H0 2.600% 20,000,000.00MITSUBISHI UFJ TR&BK NY 10/28/2022 20,000,000.00A-1 P-1

60710RWF8 1.250% 34,000,000.00MIZUHO BANK LTD/NY 09/08/2022 34,000,000.00A-1 P-1

60710R4B8 2.530% 60,000,000.00MIZUHO BANK LTD/NY 10/17/2022 60,000,000.00A-1 P-1

60710R4X0 2.530% 30,000,000.00MIZUHO BANK LTD/NY 10/21/2022 30,000,000.00A-1 P-1

60710RAU9 2.550% 60,000,000.00MIZUHO BANK LTD/NY 10/26/2022 60,000,000.00A-1 P-1

63253T2B3 1.200% 50,000,000.00NATIONAL AUSTRALIA BK-NY 09/22/2022 50,000,000.00A-1+ P-1

63873QTT1 1.700% 50,000,000.00NATIXIS NY BRANCH 09/13/2022 50,000,000.00A-1 P-1

63873QTZ7 2.070% 15,000,000.00NATIXIS NY BRANCH 11/03/2022 15,000,000.00A-1 P-1

65558UGP1 2.750% 25,000,000.00NORDEA BANK ABP NEW YORK 10/19/2022 25,000,000.00A-1+ P-1(3)

65558UVL3 2.830% 41,000,000.00NORDEA BANK ABP NEW YORK 02/01/2023 41,000,000.00A-1+ P-1(3)

65558UUX8 2.790% 40,000,000.00NORDEA BANK ABP NEW YORK 02/14/2023 40,000,000.00A-1+ P-1(3)

65558UVC3 2.830% 35,000,000.00NORDEA BANK ABP NEW YORK 02/17/2023 35,000,000.00A-1+ P-1(3)

83050PD22 1.945% 30,000,000.00SKANDINAVISKA ENSKILDA BANKEN NY 10/26/2022 30,000,000.00A-1 P-1







Certificate of Deposit

83050PH28 2.500% 50,000,000.00SKANDINAVISKA ENSKILDA BANKEN NY 10/28/2022 50,000,000.00A-1 P-1

86565C4C0 1.670% 60,000,000.00SUMITOMO MITSUI BANK NY 08/30/2022 59,930,161.33A-1 P-1

86565FNU2 2.250% 60,000,000.00SUMITOMO MITSUI BANK NY 09/21/2022 60,000,000.00A-1 P-1

86565FQM7 2.830% 50,000,000.00SUMITOMO MITSUI BANK NY 01/12/2023 50,000,000.00A-1 P-1(3)

86564MNV6 2.830% 50,000,000.00SUMITOMO MITSUI TRUST NY 01/09/2023 50,000,000.00A-1 P-1(3)

86564MPJ1 2.900% 68,000,000.00SUMITOMO MITSUI TRUST NY 02/03/2023 68,000,000.00A-1 P-1(3)

86959RYR5 1.860% 40,000,000.00SVENSKA HANDELSBANKEN NY 10/06/2022 40,000,000.00A-1+ P-1(3)

86959RC32 2.030% 75,000,000.00SVENSKA HANDELSBANKEN NY 01/06/2023 74,998,893.13A-1+ P-1(3)

86959RB82 2.010% 27,000,000.00SVENSKA HANDELSBANKEN NY 01/27/2023 27,000,000.00A-1+ P-1(3)

86959RZJ2 2.000% 35,000,000.00SVENSKA HANDELSBANKEN NY 02/17/2023 35,000,000.00A-1+ P-1(3)

87019WBR5 1.590% 50,000,000.00SWEDBANK NY 09/06/2022 50,000,000.00A-1 P-1

89114WWJ0 1.550% 50,000,000.00TORONTO DOMINION BANK NY 09/01/2022 50,000,000.00A-1+ P-1

89114WS30 1.050% 48,000,000.00TORONTO DOMINION BANK NY 09/06/2022 48,000,000.00A-1+ P-1

89114WGU3 1.650% 25,500,000.00TORONTO DOMINION BANK NY 09/23/2022 25,445,796.70A-1+ P-1

89114WJC0 2.970% 20,000,000.00TORONTO DOMINION BANK NY 11/23/2022 19,833,322.78A-1+ P-1

89115B4W7 2.060% 20,000,000.00TORONTO DOMINION BANK NY 02/03/2023 20,000,000.00A-1+ P-1(3)

89114WYD1 2.670% 31,000,000.00TORONTO DOMINION BANK NY 03/01/2023 31,000,000.00A-1+ P-1

96130AMV7 1.150% 55,000,000.00WESTPAC BANKING CORP NY 08/17/2022 55,000,000.00A-1+ P-1

96130AMK1 2.750% 50,000,000.00WESTPAC BANKING CORP NY 09/08/2022 50,000,000.00A-1+ P-1(3)

96130ANB0 2.750% 20,000,000.00WESTPAC BANKING CORP NY 12/27/2022 20,000,000.00A-1+ P-1(3)

96130APF9 2.710% 50,000,000.00WESTPAC BANKING CORP NY 01/09/2023 50,000,000.00A-1+ P-1(3)

2,080,500,000.00 2,080,208,173.94 Category of Investment Sub-Total

Asset Backed Commercial Paper

02089XRK5 1.970% 65,000,000.00ALPINE SECURITIZATION LLC 11/02/2022 65,000,000.00A-1 P-1(3)

02089XRP4 2.010% 15,000,000.00ALPINE SECURITIZATION LLC 11/15/2022 15,000,000.00A-1 P-1(3)

04821PCG6 2.720% 25,000,000.00ATLANTIC ASSET SEC LLC 12/01/2022 25,000,000.00A-1 P-1(3)

1247P3L75 2.995% 23,000,000.00CAFCO LLC 11/07/2022 22,814,045.00A-1 P-1

1247P3L91 2.996% 30,000,000.00CAFCO LLC 11/09/2022 29,752,500.00A-1 P-1

19423MDC1 2.520% 33,000,000.00COLLAT COMM PAPER FLEX CO 10/28/2022 33,000,000.00A-1 P-1(3)







Asset Backed Commercial Paper

19423MDP2 2.840% 21,000,000.00COLLAT COMM PAPER FLEX CO 02/01/2023 21,000,000.00A-1 P-1(3)

19424JJ15 1.710% 25,000,000.00COLLAT COMM PAPER V CO 09/01/2022 24,963,402.78A-1 P-1

19424G5F5 2.720% 35,000,000.00COLLAT COMM PAPER V CO 11/10/2022 35,000,000.00A-1 P-1(3)

19424G5V0 2.910% 30,000,000.00COLLAT COMM PAPER V CO 02/22/2023 30,000,000.00A-1 P-1(3)

30601WHF9 1.235% 25,000,000.00FAIRWAY FINANCE COMPANY LLC 08/15/2022 24,988,041.67A-1 P-1

30601WJT7 1.811% 25,000,000.00FAIRWAY FINANCE COMPANY LLC 09/27/2022 24,928,750.00A-1 P-1

30601WK40 1.912% 15,000,000.00FAIRWAY FINANCE COMPANY LLC 10/04/2022 14,949,333.33A-1 P-1

53127UJE1 2.162% 25,000,000.00LIBERTY STREET FUNDING LLC 09/14/2022 24,934,305.56A-1 P-1

53944RH35 1.205% 21,675,000.00LMA AMERICAS LLC 08/03/2022 21,673,555.00A-1 P-1

53944RH84 1.235% 20,000,000.00LMA AMERICAS LLC 08/08/2022 19,995,216.67A-1 P-1

53944RHB7 1.255% 35,000,000.00LMA AMERICAS LLC 08/11/2022 34,987,847.22A-1 P-1

54316UH10 1.981% 75,000,000.00LONGSHIP FUNDING LLC 08/01/2022 75,000,000.00A-1+ P-1

67983UKS1 2.551% 15,000,000.00OLD LINE FUNDING LLC 10/26/2022 14,909,341.67A-1+ P-1

67984RJU4 1.900% 12,000,000.00OLD LINE FUNDING LLC 10/27/2022 12,000,000.00A-1+ P-1(3)

67984RKB4 1.950% 25,000,000.00OLD LINE FUNDING LLC 12/02/2022 25,000,000.00A-1+ P-1(3)

76582KHB0 1.255% 25,000,000.00RIDGEFIELD FUNDNG CO LLC 08/11/2022 24,991,319.44A-1 P-1

76582KJ77 1.659% 55,000,000.00RIDGEFIELD FUNDNG CO LLC 09/07/2022 54,906,729.17A-1 P-1

76582KJ85 1.659% 30,000,000.00RIDGEFIELD FUNDNG CO LLC 09/08/2022 29,947,750.00A-1 P-1

76582KK42 1.882% 50,000,000.00RIDGEFIELD FUNDNG CO LLC 10/04/2022 49,833,777.77A-1 P-1

88603AEH2 1.900% 60,000,000.00THUNDER BAY FUNDING LLC 10/26/2022 60,000,000.00A-1+ P-1(3)

88603AER0 2.040% 20,000,000.00THUNDER BAY FUNDING LLC 01/09/2023 20,000,000.00A-1+ P-1(3)


5,595,025,000.00 Portfolio Totals 5,589,726,188.52





(3)

The value in accordance with GASB 79. Unless otherwise noted, the fund utilizes the amortized cost method to value portfolio securities.

The ultimate legal maturity date on which, in accordance with the terms of the security, and without reference to the maturity shortening provisions of GASB 79, the

principal amount must unconditionally be paid.

(2)

(1)

The Fund's Weighted Average Maturity and Weighted Average Life Maturity as of the reporting date are 25 and 63 days, respectively.

This information is for institutional investor use only, not for further distribution to retail investors, and does not represent an offer to sell or a solicitation of an offer to buy or sell any fund

or other security. Investors should consider the investment objectives, risks, charges and expenses before investing in the Virginia State Non-Arbitrage Program (“SNAP®” or the

“Program”). This and other information about the Program is available in the SNAP® Information Statement, which should be read carefully before investing. A copy of the SNAP®

Information Statement may be obtained by calling 1-800-570-SNAP (7627) or is available on the Program’s website at www.vasnap.com . While the SNAP® Fund Portfolio seeks to maintain

a stable net asset value of $1.00 per share, it is possible to lose money investing in the Program. An investment in the Program is not insured or guaranteed by the Federal Deposit

Insurance Corporation or any other government agency. Shares of the SNAP® Fund Portfolio are distributed by PFM Fund Distributors, Inc., member Financial Industry Regulatory

Authority (FINRA) (www.finra.org) and Securities Investor Protection Corporation (SIPC) (www.sipc.org ). PFM Fund Distributors, Inc. is an affiliate of PFM Asset Management LLC.

Adjustable rate instrument. Rate shown is that which is in effect as of reporting date.


MONTHLY INVESTMENT REPORT

August 2022

Prepared for the Commonwealth Treasury Board

Treasury Yield Curve

3mo 6mo 1yr 2yr 3yr 5yr 7yr 10yr 30yr Slope 07/31/2022 2.36 2.86 2.94 2.88 2.81 2.68 2.68 2.65 3.01 65 06/30/2022 1.67 2.49 2.78 2.95 3.01 3.04 3.07 3.01 3.18 151 Change 0.69 0.37 0.16 -0.07 -0.20 -0.36 -0.39 -0.36 -0.17

Interest Rates and Economic Review During July, market participants continued to closely monitor the Fed’s monetary policy stance, particularly steps to rein in domestic inflation and whether official tightening measures will lead to a recessionary economic environment. After hiking rates 75 basis points in June, the Fed hiked by another 75 basis points during the meeting ending July 27 to the target range of 2.25 percent to 2.50 percent. All FOMC members supported the hike, and language in the accompanying statement was updated to include persistent supply chain-related issues such as increased softness in production spending and side effects of the Russia/Ukraine conflict. The three remaining FOMC meetings during calendar 2022 are in September, November and December, with hikes of varying size expected at each one, dependent on assessments based on most recent economic data. At the time of this writing, and following a much stronger than expected jobs report, futures markets point to an additional 125 basis points of rate hikes by year-end, 50- to 75-basis points of which will come at the next FOMC meeting ending September 21. The advance estimate for second quarter US GDP was released July 28, showing a surprisingly weak 0.9 percent annualized contraction versus consensus expectations of 0.4 percent growth. The Bureau of Economic Analysis attributed the contraction to “decreases in private inventory investment, residential fixed investment, federal government spending, state and local government spending, and nonresidential fixed investment that were partly offset by increases in exports and personal consumption expenditures (PCE). Imports, which are a subtraction in the calculation of GDP, increased.” This is the second consecutive quarter of negative GDP growth, implying by some measures that the US is technically in a recession. According to some market participants, the recently released July payrolls report mitigates the strength of the recession narrative, with reported job gains (528,000) more than two times higher than the consensus forecast. While periodic data points of economic strength certainly provide some cover for hawkish Fed policy, FOMC members’ current reaction function is primarily motivated by inflation readings, with the July print due on August 10.


MONTHLY INVESTMENT REPORT Page 2 of 2 August 2022

Select EDCP Manager Commentary

Merganser, 1-3 year (‘short’) duration Across investment grade spread sectors, a dearth of new issue supply was a technical tailwind for spreads as investors sought to add paper at attractive yields in secondary markets. Agency RMBS spreads tightened the most on lower interest rate volatility, followed by corporate credit spreads.

Wellington, 3-5 year (‘intermediate’) duration Most fixed income spread sectors recouped a portion of their year-to-date drawdowns and outperformed government bonds due to a decrease in sovereign yields and narrower spreads. Heightened global recession fears were partially balanced by expected slowing pace of monetary tightening by major central banks. Positioning within IG credit and agency MBS pass-throughs were the primary drivers of relative outperformance while duration posture detracted.

Dodge & Cox, 5-8 year (‘long’) duration The first half of 2022 was an unquestionably difficult environment for fixed income investors, but there are two silver linings. First, while the portfolio underperformed in the past quarter, it modestly outpaced the return of the Bloomberg U.S. Agg over the past six months, primarily due to the portfolio’s shorter duration, which mitigated the negative price impact of rapidly rising interest rates. And second, bond market yields, an important determinant of future return potential, are much higher and more attractive. In fact, the Bloomberg U.S. Agg’s yield, at 3.7%, is the highest in over 12 years and nearly two percentage points higher than it was six months ago. With higher starting yields, we are excited about the prospects for fixed income as an asset class. We are even more enthusiastic about the portfolio’s outlook and the opportunity to add value through our active management approach.


General Account Portfolio $26,405,625,000

LGIP Portfolio $10,323,256,000

LGIP EM Portfolio $295,154,000

Tobacco Indemnification & Community Revitalization Endowments $338,147,000

Special and Trust Portfolios $185,943,000

Outside Trustee Portfolios $46,418,000

TOTAL Money Under Management $37,594,543,000

MANAGED INVESTMENT PORTFOLIOS1

July 31, 2022

1 EDCP, Tobacco Indemnification & Community Revitalization Endowment reflect month end market values. LGIP EM portfolios reflects end of month net asset value. Outside Trustee portfolios reflect month-end assets and all other portfolios are shown as monthly average invested balances.


Government Securities Jul Jun Change

US Govt MMK Funds 1.3% 4.7% -3.4%

Repurchase Agreements 1.9% 0.1% 1.8%

U.S. Treasury 11.0% 10.5% 0.5%

Agency Securities 22.3% 22.2% 0.1%

AAA Sovereign 0.4% 1.9% -1.5%

Securities for Public Deposit CD's 0.1% 0.1% 0.0%

Sub-Total 37.0% 39.5% -2.5%

Credit SecuritiesCD's, Bank Notes & Bankers Acceptance 38.1% 35.7% 2.4%

Commercial Paper 24.1% 24.3% -0.2%

Corporate Notes 0.8% 0.5% 0.3%Sub-Total 63.0% 60.5% 2.5%

Total 100.0% 100.0% 0.0%

Asset allocation calculations are based on end of month par balance while portfolio compliance is measured at the time an asset is purchased.

Totals may not add due to rounding

Asset Allocation and Risk ProfileGeneral Account - Primary Liquidity

July 31, 2022


FISCAL YEAR

2023 Avg. Balance 1 YTM 2Duration (years)

9 Month Rolling Avg 1 Yr. Treasury

Constant 3 EOM Balance 4 YTM 5Duration (years) Balance

Composite

YTM 6Duration (years)

July 2022 $21,312.5 1.51% 0.86 1.44% $5,305.6 3.33% 4.23 $26,618.1 1.87% 1.531 Average daily balance for the Primary Liquidity Pool for the reporting period.

2 Total net earnings for the month ÷ number of days in month*365 ÷ average daily balance

3 Federal Reserve Bank H.15 Release Monthly Averages

4 Actual month end balance (market value + accrued income)

5 Actual YTM as of month end as reported by external managers

6 Weighted YTM based on average Balance of Primary Liquidity and External Managers

General Account Investment PortfolioPrimary Liquidity Portfolio Yield to Maturity (YTM)/Duration (years)

Externally Managed Extended Duration Portfolio Yield to Maturity (YTM)/Duration (years)

EXTERNAL MANAGEMENT

Primary Liquidity EXTENDED DURATION COMPOSITE


Report of General Account Investment Income

**Final** Fiscal Year 2022

Investment Balance,Income and This Year Last Year This Year Last Year

Month Earned Yield 2022 2021 2022 2021

JULY

2021 Average Balance Invested $21,281.8 $13,660.8 $21,281.8 $13,660.8

Collected Income 6.9 12.9 6.9 12.9

Earned Income 32.2 26.2 32.2 26.2

Transfers & Fees 0.0 0.0 0.0 0.0

Earned Yield % 1.78 % 2.26 % 1.78 % 2.26 %

AUGUST


Collected Income 11.5 * 11.3 18.4 * 24.2

Earned Income (2.1) (0.4) 30.0 25.8


Earned Yield % (0.12)% (0.04)% 0.84 % 1.14 %

SEPTEMBER



Earned Income (18.7) 4.9 11.4 30.7


Earned Yield % (1.06)% 0.45 % 0.21 % 0.92 %

OCTOBER



Earned Income (7.0) (1.6) 4.3 29.1

Transfers & Fees 11.6 28.5 12.0 28.8

Earned Yield % (0.38)% (0.14)% 0.06 % 0.64 %

NOVEMBER



Earned Income 7.3 15.9 11.6 45.0

Transfers & Fees 0.2 0.1 12.2 28.9

Earned Yield % 0.40 % 1.39 % 0.13 % 0.79 %

DECEMBER



Earned Income (2.8) 8.3 8.8 53.2

Transfers & Fees 0.3 0.1 12.5 29.0

Earned Yield % (0.15)% 0.72 % 0.08 % 0.78 %


Year-to-date(dollars in millions)

Month(dollars in millions)

4



**Final** Fiscal Year 2022






JANUARY



Earned Income (60.8) (4.0) (51.9) 49.2

Transfers & Fees 9.6 19.7 22.1 48.7

Earned Yield % (3.12)% (0.34)% (0.41)% 0.61 %

FEBRUARY



Earned Income (26.6) (20.5) (78.5) 28.7

Transfers & Fees 0.2 0.1 22.3 48.7

Earned Yield % (1.50)% (1.85)% (0.54)% 0.32 %

MARCH



Earned Income (92.2) (14.5) (170.7) 14.2

Transfers & Fees 0.1 0.1 22.5 48.9

Earned Yield % (4.87)% (1.21)% (1.04)% 0.14 %

APRIL



Earned Income (87.9) 17.9 (258.5) 32.1

Transfers & Fees 5.0 16.4 27.4 65.2

Earned Yield % (4.58)% 1.50 % (1.40)% 0.28 %

MAY


Collected Income (3.9) 2.7 62.5 101.3

Earned Income 42.3 10.4 (216.2) 42.5

Transfers & Fees 0.1 0.1 27.5 65.3

Earned Yield % 1.93 % 0.73 % (1.05)% 0.33 %

JUNE


Collected Income (8.3) 3.6 54.2 104.9

Earned Income (29.2) 10.3 (245.5) 52.9

Transfers & Fees 0.7 8.0 28.2 73.3

Earned Yield % (1.32)% 0.59 % (1.08)% 0.36 %

* Revised August Collected Income/YTD Collected Income

- Collected Income is collected interest income reported by ACTR 1673, Revenue Code 07101 & 07108 & 07133.

- Transfers represent interest accrued on various non-general funds and transferred to those funds from the general fund.- Earned Yield % is total Earned Income divided by Average Balances Invested.

5



Fiscal Year 2023



JULY



Earned Income 32.2 32.2 32.2 32.2


Earned Yield % 5.58 % 1.78 % 5.58 % 1.78 %

AUGUST

2022 Average Balance Invested $20,930.9 $21,106.4

Collected Income 11.5 18.4

Earned Income (2.1) 30.0

Transfers & Fees 0.1 0.1

Earned Yield % (0.12)% 0.84 %

SEPTEMBER





Earned Yield % (1.06)% 0.21 %

OCTOBER





Earned Yield % (0.38)% 0.06 %

NOVEMBER



Earned Income 7.3 11.6


Earned Yield % 0.40 % 0.13 %

DECEMBER





Earned Yield % (0.15)% 0.08 %




4



Fiscal Year 2023






JANUARY



Earned Income (60.8) (51.9)


Earned Yield % (3.12)% (0.41)%

FEBRUARY





Earned Yield % (1.50)% (0.54)%

MARCH





Earned Yield % (4.87)% (1.04)%

APRIL





Earned Yield % (4.58)% (1.40)%

MAY


Collected Income (3.9) 62.5

Earned Income 42.3 (216.2)


Earned Yield % 1.93 % (1.05)%

JUNE


Collected Income (8.3) 54.2



Earned Yield % (1.32)% (1.08)%

- Collected Income is collected interest income reported by ACTR 1673, Revenue Code 07101 & 07108 & 07133.

- Transfers represent interest accrued on various non-general funds and transferred to those funds from the general fund.- Earned Yield % is total Earned Income divided by Average Balances Invested.

5


VA GENERAL ACCOUNT

Audited Market Value - MonthlyAs of Jul 31, 2022

Description Security Coupon Rate Maturity Date Price (Base) Shares/Par Cost (Base) Amortized Cost Traded Market Value

Corporate BondMICROSOFT 2.65% 11/22 594918BH6 2.6500 03-Nov-2022 99.9574 40,000,000.00 40,516,000.00 40,171,439.72 39,982,974.80AUSTRALIA & 2.625% 11/22 05253JAU5 2.6250 09-Nov-2022 99.8755 25,000,000.00 25,120,750.00 25,060,133.06 24,968,873.75APPLE INC 2.4% 05/23 037833AK6 2.4000 03-May-2023 99.5602 48,622,000.00 48,679,373.96 48,669,836.14 48,408,141.97WALMART INC 3.4% 06/23 931142EK5 3.4000 26-Jun-2023 100.2371 50,000,000.00 50,166,500.00 50,154,078.75 50,118,536.50TENNESSEE 0.75% 05/25 880591EW8 0.7500 15-May-2025 94.2362 18,000,000.00 17,947,080.00 17,970,291.73 16,962,522.12TENNESSEE ZERO 11/25 88059FAV3 - 01-Nov-2025 89.9332 93,855,000.00 91,044,332.70 91,756,236.46 84,406,825.51

275,477,000.00 273,474,036.66 273,782,015.86 264,847,874.65Agencies

FEDERAL FARM ZERO 08/22 313313B23 - 08-Aug-2022 99.9577 23,000,000.00 22,971,377.78 22,999,105.56 22,990,269.85FEDERAL FARM ZERO 08/22 313313B98 - 15-Aug-2022 99.9154 25,000,000.00 24,965,013.89 24,997,861.11 24,978,852.00FEDERAL 1.375% 09/22 3135G0W33 1.3750 06-Sep-2022 99.9154 15,000,000.00 14,871,750.00 14,995,693.15 14,987,303.40FEDERAL FARM FLT 09/22 3133EL7J7 2.5962 15-Sep-2022 100.0378 50,000,000.00 50,019,800.00 50,001,856.74 50,018,915.00FEDERAL FARM FLT 11/22 3133EK6W1 2.9562 07-Nov-2022 100.1515 35,000,000.00 35,000,000.00 35,000,000.00 35,053,008.55FEDERAL FARM FLT 11/22 3133EMKR2 2.5912 16-Nov-2022 99.9982 100,000,000.00 100,007,130.00 100,001,141.07 99,998,160.00FEDERAL FARM 0.1% 01/23 3133EMD58 0.1000 03-Jan-2023 98.9444 100,000,000.00 99,968,000.00 99,991,479.00 98,944,437.00FEDERAL FARM FLT 01/23 3133EMD33 2.3150 30-Jan-2023 99.9725 125,000,000.00 125,000,000.00 125,000,000.00 124,965,587.50FEDERAL FARM FLT 02/23 3133EMNZ1 2.3750 01-Feb-2023 100.0235 50,000,000.00 49,995,000.00 49,998,748.79 50,011,750.00FEDERAL HOME 2.75% 03/23 3130ADRG9 2.7500 10-Mar-2023 99.8688 9,000,000.00 8,961,030.00 8,994,849.30 8,988,193.53FEDERAL 0.125% 05/23 3133EMYX4 0.1250 10-May-2023 97.8126 15,000,000.00 14,980,800.00 14,992,556.60 14,671,887.60FEDERAL FARM 0.17% 05/23 3133EM4Q2 0.1700 15-May-2023 97.7244 100,000,000.00 99,895,000.00 99,949,199.88 97,724,380.00FEDERAL FARM 0.15% 05/23 3133EM2W1 0.1500 17-May-2023 97.7681 50,475,000.00 50,319,032.25 50,396,506.91 49,348,439.89FEDERAL 0.125% 06/23 3130AMRY0 0.1250 02-Jun-2023 97.6431 90,000,000.00 89,917,200.00 89,965,257.62 87,878,780.10FEDERAL HOME 2.75% 06/23 3137EAEN5 2.7500 19-Jun-2023 99.6868 10,000,000.00 9,946,700.00 9,990,028.02 9,968,675.80FEDERAL 0.25% 07/23 3135G05G4 0.2500 10-Jul-2023 97.3519 50,000,000.00 49,892,500.00 49,966,197.17 48,675,936.50FEDERAL 0.125% 07/23 3133EMS37 0.1250 14-Jul-2023 97.3221 125,000,000.00 124,784,850.00 124,896,564.28 121,652,635.00FEDERAL FARM 0.16% 08/23 3133EM2E1 0.1600 10-Aug-2023 97.1446 50,000,000.00 49,973,821.00 49,986,572.88 48,572,314.00FEDERAL FARM FLT 08/23 3133EM2P6 2.3500 16-Aug-2023 99.9968 25,000,000.00 25,000,000.00 25,000,000.00 24,999,195.75FEDERAL 0.35% 08/23 3135G05T6 0.3500 18-Aug-2023 97.2283 50,000,000.00 50,000,000.00 50,000,000.00 48,614,150.50FEDERAL HOME 0.25% 08/23 3137EAEV7 0.2500 24-Aug-2023 97.1290 100,000,000.00 100,125,000.00 100,059,690.77 97,129,000.00FEDERAL 0.125% 08/23 3130ANYM6 0.1250 28-Aug-2023 96.9981 50,000,000.00 49,894,000.00 49,941,962.80 48,499,072.00FEDERAL FARM 0.29% 10/23 3133ENAL4 0.2900 12-Oct-2023 96.8098 50,000,000.00 49,994,500.00 49,996,705.13 48,404,923.50FEDERAL HOME 0.5% 11/23 3130APU29 0.5000 09-Nov-2023 96.9422 35,000,000.00 34,983,900.00 34,989,700.55 33,929,753.20FEDERAL 0.31% 11/23 3135G06F5 0.3100 16-Nov-2023 96.4461 17,060,000.00 17,060,000.00 17,060,000.00 16,453,703.81FEDERAL 3.375% 12/23 3130A0F70 3.3750 08-Dec-2023 100.4789 52,000,000.00 53,358,120.00 52,391,911.45 52,249,039.96FEDERAL FARM 0.9% 01/24 3133ENLF5 0.9000 18-Jan-2024 97.2217 50,000,000.00 49,849,900.00 49,889,820.27 48,610,838.00FEDERAL 1.875% 03/24 3130A7PH2 1.8750 08-Mar-2024 98.2885 10,000,000.00 10,447,500.00 10,181,428.29 9,828,852.60FEDERAL FARM 0.92% 03/24 3133ELTU8 0.9200 18-Mar-2024 97.0246 25,000,000.00 24,995,000.00 24,997,939.66 24,256,155.25FEDERAL 2.625% 05/24 3133ENWC0 2.6250 03-May-2024 99.4033 93,000,000.00 93,037,200.00 93,033,417.67 92,445,109.92FEDERAL 2.625% 05/24 3133ENWP1 2.6250 16-May-2024 99.4330 97,000,000.00 96,869,050.00 96,882,423.97 96,450,031.34FEDERAL HOME FLT 05/24 3130AMLQ3 2.3400 20-May-2024 100.0192 100,000,000.00 100,000,000.00 100,000,000.00 100,019,187.00FEDERAL 2.625% 06/24 3133ENYH7 2.6250 10-Jun-2024 99.4701 100,000,000.00 99,874,500.00 99,883,195.82 99,470,093.00FEDERAL 3.125% 06/24 3130ASHK8 3.1250 14-Jun-2024 100.2697 50,000,000.00 49,978,292.00 49,979,401.46 50,134,872.00

Page 1 of 9Master File - 385 of 448

VA GENERAL ACCOUNT


Description Security Coupon Rate Maturity Date Price (Base) Shares/Par Cost (Base) Amortized Cost Traded Market ValueFEDERAL 2.875% 06/24 3130A1XJ2 2.8750 14-Jun-2024 99.8424 109,080,000.00 109,460,682.50 109,425,328.22 108,908,096.46FEDERAL FARM 3.25% 06/24 3133ENYX2 3.2500 17-Jun-2024 100.5571 75,000,000.00 75,041,750.00 75,041,129.33 75,417,808.50FEDERAL FARM 3.1% 06/24 3133ENZS2 3.1000 28-Jun-2024 100.4271 150,000,000.00 149,847,596.50 149,854,465.19 150,640,723.50FEDERAL HOME FLT 07/24 3130AN6B1 2.3400 01-Jul-2024 100.0142 50,000,000.00 50,000,000.00 50,000,000.00 50,007,108.00FEDERAL FARM FLT 07/24 3133EMS52 1.6500 15-Jul-2024 99.9368 60,000,000.00 59,964,000.00 59,976,405.54 59,962,107.60FEDERAL FARM 0.45% 07/24 3133EMV25 0.4500 23-Jul-2024 95.2695 25,000,000.00 25,029,250.00 25,019,764.58 23,817,376.50FEDERAL 0.45% 07/24 3136G4G56 0.4500 29-Jul-2024 95.3268 15,000,000.00 15,000,000.00 15,000,000.00 14,299,017.45FEDERAL 2.875% 09/24 3130A2UW4 2.8750 13-Sep-2024 99.7978 17,450,000.00 18,427,179.96 17,873,832.21 17,414,713.48FEDERAL FARM 1.6% 09/24 3133EKP75 1.6000 17-Sep-2024 97.4598 13,235,000.00 13,255,726.22 13,244,090.04 12,898,800.43FEDERAL ZERO 11/24 31359YAY3 - 15-Nov-2024 93.5593 47,590,000.00 46,203,703.30 46,863,018.33 44,524,865.64FEDERAL 0.875% 11/24 3133ENEJ5 0.8750 18-Nov-2024 95.5033 91,900,000.00 90,536,009.00 90,646,033.77 87,767,575.89FEDERAL HOME 1% 12/24 3130AQF40 1.0000 20-Dec-2024 95.4536 25,000,000.00 24,978,175.50 24,982,561.65 23,863,390.25FEDERAL 1.125% 01/25 3133ENKS8 1.1250 06-Jan-2025 95.8111 39,000,000.00 38,912,250.00 38,928,375.64 37,366,325.49FEDERAL 1.625% 01/25 3135G0X24 1.6250 07-Jan-2025 96.9262 66,000,000.00 66,367,420.00 66,185,447.55 63,971,278.14FEDERAL FARM 0.9% 03/25 3133ELTV6 0.9000 17-Mar-2025 94.9523 49,500,000.00 49,455,351.00 49,476,280.06 47,001,371.18FEDERAL 0.625% 04/25 3135G03U5 0.6250 22-Apr-2025 94.0826 50,000,000.00 46,490,500.00 46,553,254.90 47,041,290.50FEDERAL FARM 2.75% 04/25 3133ENVC1 2.7500 25-Apr-2025 99.7437 50,000,000.00 49,945,700.00 49,950,365.18 49,871,835.00FEDERAL FARM 2.9% 05/25 3133ENWH9 2.9000 09-May-2025 99.9616 100,000,000.00 99,851,752.00 99,862,579.34 99,961,585.00FEDERAL ZERO 05/25 31359YAZ0 - 15-May-2025 92.2991 10,000,000.00 9,661,800.00 9,805,907.99 9,229,911.50FEDERAL FARM 2.85% 05/25 3133ENXE5 2.8500 23-May-2025 99.9372 76,447,000.00 76,497,720.11 76,494,629.36 76,399,009.63FEDERAL HOME 0.5% 06/25 3130AJKW8 0.5000 13-Jun-2025 93.6203 78,880,000.00 79,157,581.60 79,043,475.90 73,847,727.35FEDERAL FARM 2.95% 06/25 3133ENYQ7 2.9500 13-Jun-2025 100.1939 100,000,000.00 99,951,000.00 99,953,095.54 100,193,872.00FEDERAL 0.5% 06/25 3135G04Z3 0.5000 17-Jun-2025 93.4927 94,185,000.00 94,519,608.16 94,383,038.37 88,056,093.84FEDERAL FARM 0.5% 07/25 3133ELR71 0.5000 02-Jul-2025 93.4441 50,000,000.00 50,079,000.00 50,046,485.89 46,722,062.00FEDERAL FARM 3.15% 07/25 3133ENB74 3.1500 21-Jul-2025 100.8555 50,000,000.00 49,947,000.00 49,947,503.71 50,427,730.50FEDERAL 0.375% 07/25 3137EAEU9 0.3750 21-Jul-2025 92.9265 65,000,000.00 64,676,300.00 64,806,580.15 60,402,230.20FEDERAL FARM 0.58% 07/25 3133ELZ80 0.5800 29-Jul-2025 93.2277 32,500,000.00 32,500,000.00 32,500,000.00 30,298,995.35FEDERAL 0.55% 08/25 3136G4K28 0.5500 08-Aug-2025 92.8734 50,000,000.00 50,000,000.00 50,000,000.00 46,436,699.00FEDERAL 0.5% 08/25 3135G05S8 0.5000 14-Aug-2025 92.6967 50,000,000.00 50,000,000.00 50,000,000.00 46,348,355.00FEDERAL 0.52% 08/25 3136G4M26 0.5200 18-Aug-2025 92.7471 50,000,000.00 50,000,000.00 50,000,000.00 46,373,531.00FEDERAL 0.375% 08/25 3135G05X7 0.3750 25-Aug-2025 92.6775 71,436,000.00 71,199,546.84 71,285,850.64 66,205,103.90FEDERAL FARM 0.45% 09/25 3133EL5R1 0.4500 02-Sep-2025 92.9685 17,060,000.00 16,934,267.80 16,963,592.52 15,860,430.02FEDERAL 0.375% 09/25 3137EAEX3 0.3750 23-Sep-2025 92.5903 65,550,000.00 65,216,665.50 65,337,612.93 60,692,930.51FEDERAL HOME 0.6% 10/25 3134GWYS9 0.6000 15-Oct-2025 92.4977 50,000,000.00 50,000,000.00 50,000,000.00 46,248,833.00FEDERAL 0.54% 10/25 3136G45C3 0.5400 27-Oct-2025 92.8759 50,000,000.00 50,000,000.00 50,000,000.00 46,437,944.50FEDERAL 0.5% 11/25 3135G06G3 0.5000 07-Nov-2025 92.6567 45,000,000.00 44,838,900.00 44,893,949.65 41,695,496.55FEDERAL HOME 0.75% 03/26 3130ALF33 0.7500 16-Mar-2026 93.2021 50,000,000.00 50,000,000.00 50,000,000.00 46,601,060.00FEDERAL HOME 1.35% 04/26 3130ALX33 1.3500 20-Apr-2026 95.3787 50,000,000.00 50,794,500.00 50,594,729.81 47,689,328.00FEDERAL HOME 1.5% 05/26 3130AMKJ0 1.5000 26-May-2026 94.1683 100,000,000.00 102,180,000.00 101,674,887.80 94,168,259.00FEDERAL 0.875% 06/26 3130AN4T4 0.8750 12-Jun-2026 92.8693 50,000,000.00 50,257,000.00 50,206,184.91 46,434,668.00FEDERAL FARM 3.15% 07/26 3133ENB66 3.1500 20-Jul-2026 101.2184 50,000,000.00 49,981,500.00 49,981,641.60 50,609,185.50FEDERAL FARM 0.68% 07/26 3133EMV66 0.6800 27-Jul-2026 92.0605 25,000,000.00 24,973,000.00 24,978,397.17 23,015,126.50FEDERAL HOME 1.5% 08/26 3130ANNA4 1.5000 28-Aug-2026 95.4581 50,000,000.00 51,078,000.00 50,883,672.26 47,729,044.00FEDERAL HOME 1.25% 12/26 3130AQF65 1.2500 21-Dec-2026 93.5330 50,000,000.00 49,862,000.00 49,878,348.22 46,766,513.50


VA GENERAL ACCOUNT


Description Security Coupon Rate Maturity Date Price (Base) Shares/Par Cost (Base) Amortized Cost Traded Market ValueFEDERAL 1.625% 02/27 3133ENNB2 1.6250 03-Feb-2027 95.0465 50,000,000.00 49,930,700.00 49,937,301.96 47,523,267.00FEDERAL FARM 1.8% 02/27 3133ENNS5 1.8000 16-Feb-2027 95.7390 50,000,000.00 49,933,400.00 49,939,258.74 47,869,491.00FEDERAL FARM 2.15% 03/27 3133ENSL5 2.1500 22-Mar-2027 97.1556 33,000,000.00 32,968,980.00 32,971,095.64 32,061,343.71

4,524,348,000.00 4,522,841,482.91 4,521,801,388.21 4,398,003,014.62Government Bond

INTERNATIONA 1.875% 10/22 459058ES8 1.8750 07-Oct-2022 99.9046 80,000,000.00 80,984,320.00 80,223,334.50 79,923,712.00J.P. MORGAN ZERO 01/23 46590ENP9 - 23-Jan-2023 98.3748 50,000,000.00 49,165,833.33 49,465,277.78 49,187,380.50

130,000,000.00 130,150,153.33 129,688,612.28 129,111,092.50Certificates of Deposit

WESTPAC BKING 0.25% 08/22 96130ALD8 0.2500 01-Aug-2022 99.9830 20,000,000.00 20,000,000.00 20,000,000.00 19,996,591.80COOPERATIEVE FLT 08/22 21684LCV2 2.4100 03-Aug-2022 100.0015 23,000,000.00 23,000,000.00 23,000,000.00 23,000,354.66SUMITOMO MTSU 1.25% 08/22 86565FKW1 1.2500 03-Aug-2022 99.9852 50,000,000.00 50,000,000.00 50,000,000.00 49,992,620.50MUFG BANK LTD 1.35% 08/22 55380TZ60 1.3500 08-Aug-2022 99.9729 65,000,000.00 65,000,000.00 65,000,000.00 64,982,373.30MIZUHO BANK 1.37% 08/22 60710RQ32 1.3700 08-Aug-2022 99.9734 65,000,000.00 65,000,000.00 65,000,000.00 64,982,678.15NORDEA BK ABP 1.24% 08/22 65558USR4 1.2400 08-Aug-2022 99.9698 50,000,000.00 50,000,000.00 50,000,000.00 49,984,914.50CANADIAN FLT 08/22 13606KDF0 2.4300 09-Aug-2022 100.0021 15,000,000.00 15,000,000.00 15,000,000.00 15,000,311.55WESTPAC BKING 0.67% 08/22 96130ALY2 0.6700 09-Aug-2022 99.9494 47,000,000.00 47,000,000.00 47,000,000.00 46,976,215.65WESTPAC BKING 0.67% 08/22 96130ALZ9 0.6700 09-Aug-2022 99.9494 80,000,000.00 80,000,000.00 80,000,000.00 79,959,516.80CREDIT 1.37% 08/22 22536APL2 1.3700 11-Aug-2022 99.9653 34,000,000.00 34,000,000.00 34,000,000.00 33,988,198.94BNP PARIBAS 1.35% 08/22 05586FN45 1.3500 12-Aug-2022 99.9618 35,000,000.00 35,000,000.00 35,000,000.00 34,986,634.90SUMITOMO MTSU B 1.2% 08/2 86565FLL4 1.2000 12-Aug-2022 99.9553 100,000,000.00 100,000,000.00 100,000,000.00 99,955,273.00CREDIT 1.38% 08/22 22536APT5 1.3800 15-Aug-2022 99.9549 45,000,000.00 45,000,000.00 45,000,000.00 44,979,715.80CREDIT AGRICOLE 1.5% 08/2 22536APX6 1.5000 15-Aug-2022 99.9606 50,000,000.00 49,999,878.83 49,999,975.77 49,980,281.00SVENSKA 0.46% 08/22 86959RWF3 0.4600 15-Aug-2022 99.9116 100,000,000.00 100,000,000.00 100,000,000.00 99,911,569.00MIZUHO BANK LTD 1.4% 08/2 60710RS71 1.4000 16-Aug-2022 99.9532 39,000,000.00 39,000,000.00 39,000,000.00 38,981,755.41SKANDIN ENS 1.14% 08/22 83050PZY8 1.1400 16-Aug-2022 99.9402 165,000,000.00 165,000,000.00 165,000,000.00 164,901,318.45SKANDIN ENS 1.2% 08/22 83050PZZ5 1.2000 19-Aug-2022 99.9336 28,000,000.00 28,000,000.00 28,000,000.00 27,981,409.12NORDEA BANK 1.85% 08/22 65558TLL7 1.8500 26-Aug-2022 99.9613 21,000,000.00 21,048,472.05 21,009,409.95 20,991,879.51TORONTO-DOMINIO 0.19% 08/ 89114WFD2 0.1900 31-Aug-2022 99.8020 50,000,000.00 50,000,000.00 50,000,000.00 49,900,979.00AUSTR & NEW 0.3% 09/22 05252WSZ7 0.3000 01-Sep-2022 99.8056 25,000,000.00 25,000,000.00 25,000,000.00 24,951,401.50CANADIAN 0.91% 09/22 13606KEF9 0.9100 01-Sep-2022 99.8656 50,000,000.00 50,000,000.00 50,000,000.00 49,932,820.00SKANDIN ENS 1.45% 09/22 83050PC80 1.4500 01-Sep-2022 99.9152 22,000,000.00 22,000,000.00 22,000,000.00 21,981,338.50SKANDIN ENS B 1.485% 09/2 83050PD97 1.4850 01-Sep-2022 99.9185 50,000,000.00 50,000,000.00 50,000,000.00 49,959,261.50SVENSKA 0.345% 09/22 86959RVJ6 0.3450 01-Sep-2022 99.8095 90,000,000.00 90,003,416.16 90,000,386.50 89,828,560.80WOORI BANK 1.7% 09/22 98106JFP5 1.7000 02-Sep-2022 99.9243 45,000,000.00 45,011,401.25 45,003,923.01 44,965,941.30WOORI BANK 1.6% 09/22 98106JFR1 1.6000 02-Sep-2022 99.9147 20,000,000.00 20,000,000.00 20,000,000.00 19,982,944.20CANADIAN 1.35% 09/22 13606KEP7 1.3500 06-Sep-2022 99.8922 30,000,000.00 30,000,000.00 30,000,000.00 29,967,665.10CREDIT SUISSE 1.72% 09/22 22552GBJ8 1.7200 08-Sep-2022 99.9209 45,000,000.00 45,000,000.00 45,000,000.00 44,964,382.95MIZUHO BANK 1.66% 09/22 60710R3B9 1.6600 08-Sep-2022 99.9104 35,000,000.00 35,000,000.00 35,000,000.00 34,968,647.00KOOKMIN BANK N 1.67% 09/2 48668MW90 1.6700 09-Sep-2022 99.9168 25,000,000.00 25,000,000.00 25,000,000.00 24,979,188.50SHINHAN BNK NY 1.7% 09/22 82460APK8 1.7000 09-Sep-2022 99.9137 65,000,000.00 65,000,000.00 65,000,000.00 64,943,910.20COMMONWEALTH FLT 09/22 20271EYG8 2.7500 12-Sep-2022 100.0216 56,000,000.00 56,000,000.00 56,000,000.00 56,012,097.68TORONTO-DOMINIO 0.19% 09/ 89114WFS9 0.1900 15-Sep-2022 99.7049 30,000,000.00 30,000,000.00 30,000,000.00 29,911,482.90BANK OF NOVA FLT 09/22 06417MWH4 2.8300 19-Sep-2022 100.0318 36,000,000.00 36,000,000.00 36,000,000.00 36,011,443.68


VA GENERAL ACCOUNT


Description Security Coupon Rate Maturity Date Price (Base) Shares/Par Cost (Base) Amortized Cost Traded Market ValueMUFG BANK LTD 2.41% 09/22 55380T5A4 2.4100 19-Sep-2022 99.9990 42,000,000.00 42,000,000.00 42,000,000.00 41,999,600.16SUMITOMO MTSU 2.01% 09/22 86565FNP3 2.0100 20-Sep-2022 99.9306 100,000,000.00 100,000,000.00 100,000,000.00 99,930,645.00SWEDBANK 1.39% 09/22 87019WAP0 1.3900 22-Sep-2022 99.8516 26,000,000.00 26,000,000.00 26,000,000.00 25,961,420.68MUFG BANK LTD 2.45% 09/22 55380T5E6 2.4500 23-Sep-2022 100.0024 50,000,000.00 50,000,000.00 50,000,000.00 50,001,202.00SKANDIN ENS 1.68% 09/22 83050PA58 1.6800 26-Sep-2022 99.8858 82,000,000.00 82,000,000.00 82,000,000.00 81,906,373.22SUMITOMO MTSU B 2.1% 09/2 86565FPC0 2.1000 26-Sep-2022 99.9344 50,000,000.00 50,000,000.00 50,000,000.00 49,967,220.50ROYAL BK OF 0.2% 09/22 78012UU86 0.2000 30-Sep-2022 99.5843 42,000,000.00 42,000,000.00 42,000,000.00 41,825,393.40SUMITOMO MTSU B 2.3% 10/2 86565FPQ9 2.3000 03-Oct-2022 99.9628 72,000,000.00 72,000,000.00 72,000,000.00 71,973,237.60SVENSKA 0.45% 10/22 86959RVZ0 0.4500 06-Oct-2022 99.6009 80,000,000.00 80,000,000.00 80,000,000.00 79,680,697.60COOPERATIEVE C 1.51% 10/2 21684XWM4 1.5100 11-Oct-2022 99.7962 60,000,000.00 60,000,000.00 60,000,000.00 59,877,736.80NORDEA BK ABP 2.24% 10/22 65558UUV2 2.2400 11-Oct-2022 99.9285 28,000,000.00 28,000,000.00 28,000,000.00 27,979,979.16SHINHAN BNK NY 2.47% 10/2 82460APM4 2.4700 11-Oct-2022 99.9439 100,000,000.00 100,000,000.00 100,000,000.00 99,943,915.00SKANDIN ENS 1.89% 10/22 83050PE54 1.8900 11-Oct-2022 99.8747 35,000,000.00 35,000,000.00 35,000,000.00 34,956,145.70SVENSKA HANDELSBANKEN NY 86959RYT1 1.4600 11-Oct-2022 99.7736 36,000,000.00 36,000,000.00 36,000,000.00 35,918,488.08AUSTR & NEW 2.55% 10/22 05252WTK9 2.5500 14-Oct-2022 99.9788 50,000,000.00 50,000,000.00 50,000,000.00 49,989,399.00BNP PARIBAS 2.47% 10/22 05586FZ83 2.4700 14-Oct-2022 99.9677 120,000,000.00 120,000,000.00 120,000,000.00 119,961,210.00CANADIAN 1.59% 10/22 13606KGJ9 1.5900 14-Oct-2022 99.8075 38,000,000.00 38,000,000.00 38,000,000.00 37,926,862.54WOORI BANK 2.6% 10/22 98106JG33 2.6000 14-Oct-2022 99.9615 100,000,000.00 100,000,000.00 100,000,000.00 99,961,513.00BANK OF 1.55% 10/22 06367CUA3 1.5500 17-Oct-2022 99.7582 30,000,000.00 30,000,000.00 30,000,000.00 29,927,461.20BANK OF NOVA S 1.62% 10/2 06417MXP5 1.6200 17-Oct-2022 99.7727 50,000,000.00 50,000,000.00 50,000,000.00 49,886,334.50SWEDBANK 1.5% 10/22 87019WAZ8 1.5000 17-Oct-2022 99.7678 90,000,000.00 90,000,000.00 90,000,000.00 89,791,020.90KOOKMIN BANK N 2.59% 10/2 48668MX73 2.5900 18-Oct-2022 99.9810 20,000,000.00 20,000,000.00 20,000,000.00 19,996,192.80COOPERATIEVE C 1.61% 10/2 21684XWV4 1.6100 20-Oct-2022 99.7835 30,000,000.00 30,000,000.00 30,000,000.00 29,935,061.70SVENSKA FLT 10/22 86959RYW4 2.6300 20-Oct-2022 99.9903 25,000,000.00 25,000,000.00 25,000,000.00 24,997,579.50UBS AG 1.68% 10/22 90275DPW4 1.6800 20-Oct-2022 99.7705 44,000,000.00 44,000,000.00 44,000,000.00 43,899,029.24BANK OF NOVA S 1.65% 10/2 06417MXQ3 1.6500 21-Oct-2022 99.7607 75,000,000.00 75,000,000.00 75,000,000.00 74,820,498.00SVENSKA 0.6% 10/22 86959RWM8 0.6000 21-Oct-2022 99.5352 30,000,000.00 30,000,000.00 30,000,000.00 29,860,552.20BANK OF NOVA S 1.65% 10/2 06417MXR1 1.6500 24-Oct-2022 99.7462 75,000,000.00 75,000,000.00 75,000,000.00 74,809,639.50DNB BANK ASA, 1.54% 10/22 23344NVE3 1.5400 24-Oct-2022 99.7413 31,000,000.00 31,000,000.00 31,000,000.00 30,919,808.58SWEDBANK 1.61% 10/22 87019WBG9 1.6100 24-Oct-2022 99.7588 50,000,000.00 50,000,000.00 50,000,000.00 49,879,392.50CANADIAN 1.84% 10/22 13606KGU4 1.8400 26-Oct-2022 99.8194 130,000,000.00 130,000,000.00 130,000,000.00 129,765,208.30MIZUHO BANK LTD 2.8% 10/2 60710RJG1 2.8000 27-Oct-2022 99.9998 20,000,000.00 20,000,000.00 20,000,000.00 19,999,967.60CREDIT 2.78% 10/22 22536AWZ3 2.7800 28-Oct-2022 99.9959 33,000,000.00 33,000,000.00 33,000,000.00 32,998,639.08BANK OF 1.96% 11/22 06367CUN5 1.9600 01-Nov-2022 99.7912 90,000,000.00 90,000,000.00 90,000,000.00 89,812,073.70BANK OF NOVA 2.0% 11/22 06417MXY6 2.0000 01-Nov-2022 99.8022 35,000,000.00 35,000,000.00 35,000,000.00 34,930,759.15DNB BANK ASA, 0.71% 11/22 23344NRG3 0.7100 01-Nov-2022 99.4845 100,000,000.00 100,000,000.00 100,000,000.00 99,484,477.00SWEDBANK 1.99% 11/22 87019WBP9 1.9900 01-Nov-2022 99.8177 65,000,000.00 65,000,000.00 65,000,000.00 64,881,477.70BANK OF 1.58% 11/22 06052TR36 1.5800 07-Nov-2022 99.6754 50,000,000.00 50,000,000.00 50,000,000.00 49,837,709.50COOPERATIEVE C 1.96% 11/2 21684XXA9 1.9600 07-Nov-2022 99.7952 28,000,000.00 28,000,000.00 28,000,000.00 27,942,660.48DNB BANK ASA, 0.73% 11/22 23344NRK4 0.7300 07-Nov-2022 99.4449 80,000,000.00 80,000,000.00 80,000,000.00 79,555,921.60DNB BANK ASA, N 2.4% 11/2 23344NXS0 2.4000 07-Nov-2022 99.9114 50,000,000.00 50,000,000.00 50,000,000.00 49,955,706.50COOPERATIEVE C 2.22% 11/2 21684XYB6 2.2200 14-Nov-2022 99.8406 115,000,000.00 115,000,000.00 115,000,000.00 114,816,662.40DNB BANK ASA, 2.46% 11/22 23344NYB6 2.4600 15-Nov-2022 99.9042 200,000,000.00 200,000,000.00 200,000,000.00 199,808,302.00DNB BANK ASA, 2.55% 11/22 23344NYE0 2.5500 15-Nov-2022 99.9311 38,000,000.00 38,000,000.00 38,000,000.00 37,973,832.82


VA GENERAL ACCOUNT


Description Security Coupon Rate Maturity Date Price (Base) Shares/Par Cost (Base) Amortized Cost Traded Market ValueNORDEA BK ABP 2.77% 11/22 65558UVA7 2.7700 16-Nov-2022 99.9772 37,000,000.00 37,000,000.00 37,000,000.00 36,991,548.46NORDEA BANK FLT 11/22 65558UTE2 2.6800 18-Nov-2022 100.0014 35,000,000.00 35,000,000.00 35,000,000.00 35,000,476.00BANK OF FLT 11/22 06367CVX2 2.6800 21-Nov-2022 100.0000 20,000,000.00 20,000,000.00 20,000,000.00 20,000,000.00COMMONWEALTH FLT 11/22 20271EYK9 2.8500 21-Nov-2022 100.0372 60,000,000.00 60,000,000.00 60,000,000.00 60,022,312.20BANK OF FLT 11/22 06367CV95 2.6600 23-Nov-2022 99.9697 25,000,000.00 25,000,000.00 25,000,000.00 24,992,437.25SVENSKA FLT 11/22 86959RXH8 2.4800 23-Nov-2022 99.9030 50,000,000.00 50,000,000.00 50,000,000.00 49,951,518.50CANADIAN 2.04% 11/22 13606KHN9 2.0400 25-Nov-2022 99.7914 23,000,000.00 23,000,000.00 23,000,000.00 22,952,018.32NORDEA BK ABP 2.01% 11/22 65558UTM4 2.0100 25-Nov-2022 99.6953 125,000,000.00 125,000,000.00 125,000,000.00 124,619,088.75SWEDBANK 2.05% 11/22 87019WBV6 2.0500 25-Nov-2022 99.7243 100,000,000.00 100,000,000.00 100,000,000.00 99,724,301.00COMMONWEALTH FLT 11/22 20271EYZ6 2.6800 28-Nov-2022 99.9785 50,000,000.00 50,000,000.00 50,000,000.00 49,989,253.50BANK OF NOVA SCOTIA HOUS 06417MYW9 2.6800 01-Dec-2022 99.9769 75,000,000.00 75,000,000.00 75,000,000.00 74,982,669.75CANADIAN 2.24% 12/22 13606KHT6 2.2400 02-Dec-2022 99.8261 25,000,000.00 25,000,000.00 25,000,000.00 24,956,532.75COMMONWEALTH FLT 12/22 20271EZA0 2.6800 02-Dec-2022 99.9770 50,000,000.00 50,000,000.00 50,000,000.00 49,988,496.00BANK OF 2.15% 12/22 06367CVL8 2.1500 05-Dec-2022 99.6787 100,000,000.00 100,000,000.00 100,000,000.00 99,678,692.00BANK OF 2.25% 12/22 06367CVM6 2.2500 05-Dec-2022 99.7141 45,000,000.00 45,000,000.00 45,000,000.00 44,871,322.50CANADIAN 2.25% 12/22 13606KHV1 2.2500 05-Dec-2022 99.8147 42,000,000.00 42,000,000.00 42,000,000.00 41,922,186.60NORDEA BK ABP 2.19% 12/22 65558UTY8 2.1900 05-Dec-2022 99.7167 70,000,000.00 70,000,000.00 70,000,000.00 69,801,664.10CANADIAN 2.33% 12/22 13606KJF4 2.3300 12-Dec-2022 99.7133 10,000,000.00 10,000,000.00 10,000,000.00 9,971,330.00COMMONWEALTH FLT 12/22 20271EZF9 2.6800 15-Dec-2022 99.9696 100,000,000.00 100,000,000.00 100,000,000.00 99,969,595.00SWEDBANK 2.85% 12/22 87019WCJ2 2.8500 15-Dec-2022 99.9373 42,000,000.00 42,000,000.00 42,000,000.00 41,973,673.56BANK OF 2.19% 12/22 06052TR69 2.1900 16-Dec-2022 99.6397 50,000,000.00 50,000,000.00 50,000,000.00 49,819,873.00TORONTO-DOMINIO 0.46% 12/ 89114WNK7 0.4600 16-Dec-2022 99.0624 20,000,000.00 20,000,000.00 20,000,000.00 19,812,478.60CITIBANK N.A. 2.95% 12/22 17305T3G5 2.9500 27-Dec-2022 99.8694 100,000,000.00 100,000,000.00 100,000,000.00 99,869,432.00CITIBANK N.A. N 3.0% 12/2 17305T3T7 3.0000 29-Dec-2022 99.8829 100,000,000.00 100,000,000.00 100,000,000.00 99,882,862.00TORONTO VAR 01/23 1H0724C - 01-Jan-2023 100.0000 150,000,000.00 150,000,000.00 150,000,000.00 150,000,000.00CITIBANK N.A. N 3.0% 01/2 17305T4N9 3.0000 03-Jan-2023 99.8643 50,000,000.00 50,000,000.00 50,000,000.00 49,932,142.00BANK OF AMERICA 3.0% 01/2 06052TR85 3.0000 09-Jan-2023 99.8682 116,000,000.00 116,000,000.00 116,000,000.00 115,847,151.44ROYAL BK OF 0.62% 01/23 78012U2Y0 0.6200 09-Jan-2023 98.7907 45,000,000.00 45,000,000.00 45,000,000.00 44,455,806.00WESTPAC BKING 1.92% 01/23 96130ANP9 1.9200 13-Jan-2023 99.3572 100,000,000.00 100,000,000.00 100,000,000.00 99,357,193.00TORONTO-DOMINIO 0.72% 01/ 89114WPE9 0.7200 17-Jan-2023 98.7544 30,000,000.00 30,000,000.00 30,000,000.00 29,626,317.90TORONTO-DOMINION 0.8% 01/ 89114WPJ8 0.8000 20-Jan-2023 98.7451 28,000,000.00 28,000,000.00 28,000,000.00 27,648,615.12WESTPAC BKING 2.13% 01/23 96130ANR5 2.1300 20-Jan-2023 99.3975 150,000,000.00 150,000,000.00 150,000,000.00 149,096,245.50WESTPAC BKING 2.25% 01/23 96130ANU8 2.2500 23-Jan-2023 99.4307 75,000,000.00 75,000,000.00 75,000,000.00 74,572,997.25BANK OF NOVA FLT 01/23 06417MB20 2.8000 25-Jan-2023 99.9899 25,000,000.00 25,000,000.00 25,000,000.00 24,997,487.25TORONTO-DOMINIO 0.81% 01/ 89114WPS8 0.8100 25-Jan-2023 98.6710 30,000,000.00 30,000,000.00 30,000,000.00 29,601,292.20BANK OF 3.49% 01/23 06367CX93 3.4900 26-Jan-2023 99.9947 67,000,000.00 67,000,000.00 67,000,000.00 66,996,465.08CITIBANK N.A. 3.45% 01/23 17305T5L2 3.4500 27-Jan-2023 99.9899 50,000,000.00 50,000,000.00 50,000,000.00 49,994,949.00COMMONWEALTH FLT 01/23 20271EYU7 2.7000 27-Jan-2023 99.9194 50,000,000.00 50,000,000.00 50,000,000.00 49,959,701.50DNB BANK ASA, 2.37% 02/23 23344NVT0 2.3700 01-Feb-2023 99.5022 40,000,000.00 40,000,000.00 40,000,000.00 39,800,891.60SVENSKA 2.37% 02/23 86959RZG8 2.3700 01-Feb-2023 99.4956 65,000,000.00 65,000,000.00 65,000,000.00 64,672,131.55TORONTO-DOMINION VAR 02/2 89114WQ57 1.6700 01-Feb-2023 99.8139 75,000,000.00 75,000,000.00 75,000,000.00 74,860,434.00WESTPAC BKING C 2.4% 02/2 96130ANW4 2.4000 09-Feb-2023 99.4408 50,000,000.00 50,000,000.00 50,000,000.00 49,720,407.50TORONTO-DOMINION VAR 02/2 89114WRE7 1.6900 15-Feb-2023 100.0000 26,000,000.00 26,000,000.00 26,000,000.00 26,000,000.00COMMONWEALTH FLT 02/23 20271EYX1 2.7300 21-Feb-2023 99.9207 50,000,000.00 50,000,000.00 50,000,000.00 49,960,369.00


VA GENERAL ACCOUNT


Description Security Coupon Rate Maturity Date Price (Base) Shares/Par Cost (Base) Amortized Cost Traded Market ValueWESTPAC BKING 2.52% 02/23 96130APE2 2.5200 21-Feb-2023 99.4699 24,000,000.00 24,000,000.00 24,000,000.00 23,872,778.40ROYAL BANK OF FLT 03/23 78012U3U7 2.6300 01-Mar-2023 99.8547 40,000,000.00 40,000,000.00 40,000,000.00 39,941,870.00COMMONWEALTH FLT 03/23 20271EZD4 2.7800 14-Mar-2023 99.9390 50,000,000.00 50,000,000.00 50,000,000.00 49,969,515.00SVENSKA FLT 03/23 86959RZY9 2.7700 14-Mar-2023 99.9209 33,000,000.00 33,000,000.00 33,000,000.00 32,973,900.63COMMONWEALTH FLT 03/23 20271EZE2 2.7800 16-Mar-2023 99.9386 25,000,000.00 25,000,000.00 25,000,000.00 24,984,640.00WESTPAC BANKING CORP NY 96130APL6 2.7600 17-Mar-2023 99.9618 15,000,000.00 15,000,000.00 15,000,000.00 14,994,270.00ROYAL BANK OF FLT 03/23 78012U4S1 2.8100 24-Mar-2023 99.9417 25,000,000.00 25,000,000.00 25,000,000.00 24,985,413.75SVENSKA 3.39% 03/23 86959RB74 3.3900 27-Mar-2023 99.9323 90,000,000.00 90,000,000.00 90,000,000.00 89,939,064.60ROYAL BK OF 2.27% 04/23 78012U4W2 2.2700 06-Apr-2023 99.0968 33,000,000.00 33,000,000.00 33,000,000.00 32,701,946.64TORONTO-DOMINIO 2.24% 04/ 89114WV44 2.2400 14-Apr-2023 99.0317 36,000,000.00 36,000,000.00 36,000,000.00 35,651,413.44TORONTO-DOMINIO 2.35% 04/ 89114WVC6 2.3500 21-Apr-2023 99.0800 60,000,000.00 60,000,000.00 60,000,000.00 59,447,992.20TORONTO-DOMINION 2.6% 04/ 89114WVU6 2.6000 27-Apr-2023 99.2371 25,000,000.00 25,000,000.00 25,000,000.00 24,809,278.00ROYAL BK OF 2.68% 05/23 78012U5L5 2.6800 01-May-2023 99.2818 40,000,000.00 40,000,000.00 40,000,000.00 39,712,739.60TORONTO-DOMINION 2.8% 05/ 89114WWF8 2.8000 01-May-2023 99.3710 25,000,000.00 25,000,000.00 25,000,000.00 24,842,748.25ROYAL BK OF 2.62% 05/23 78012U5T8 2.6200 12-May-2023 99.2106 38,000,000.00 38,000,000.00 38,000,000.00 37,700,012.42ROYAL BK OF 2.67% 05/23 78012U5V3 2.6700 15-May-2023 99.2418 65,000,000.00 65,000,000.00 65,000,000.00 64,507,161.55TORONTO-DOMINION 3.7% 06/ 89114WZ65 3.7000 15-Jun-2023 99.9934 25,000,000.00 25,000,000.00 25,000,000.00 24,998,340.00ROYAL BANK OF FLT 06/23 78012U6R1 2.8200 16-Jun-2023 99.8565 50,000,000.00 50,000,000.00 50,000,000.00 49,928,264.00ROYAL BK OF 3.73% 06/23 78012U6U4 3.7300 16-Jun-2023 100.0535 85,000,000.00 85,000,000.00 85,000,000.00 85,045,446.95ROYAL BK OF 3.59% 06/23 78012U7D1 3.5900 26-Jun-2023 99.9190 36,000,000.00 36,000,000.00 36,000,000.00 35,970,840.00TORONTO-DOMINIO 3.62% 06/ 89114WZJ7 3.6200 26-Jun-2023 99.9099 64,000,000.00 64,000,000.00 64,000,000.00 63,942,330.24

7,911,000,000.00 7,911,063,168.29 7,911,013,695.23 7,894,807,009.14Commercial Paper

CREDIT SUISSE A ZERO 08/2 2254EBH12 - 01-Aug-2022 99.9809 50,000,000.00 49,857,291.67 50,000,000.00 49,990,471.00J.P. MORGAN ZERO 08/22 46640QH12 - 01-Aug-2022 99.9806 60,000,000.00 59,887,500.00 60,000,000.00 59,988,349.80METLIFE SHORT T ZERO 08/2 59157UH11 - 01-Aug-2022 99.9811 30,000,000.00 29,913,750.00 30,000,000.00 29,994,339.90NATIONAL SECS C ZERO 08/2 63763QH18 - 01-Aug-2022 99.9809 50,000,000.00 49,885,416.67 50,000,000.00 49,990,458.50PRUDENTIAL FNDG ZERO 08/2 74433HH15 - 01-Aug-2022 99.9809 50,000,000.00 49,926,805.56 50,000,000.00 49,990,458.50EXPORT DEVELMT ZERO 08/22 30215HH37 - 03-Aug-2022 99.9675 30,000,000.00 29,907,600.00 29,998,350.00 29,990,262.60THUNDER BAY ZERO 08/22 88602UH52 - 05-Aug-2022 99.9553 27,000,000.00 26,908,440.00 26,996,640.00 26,987,925.06CISCO SYSTEMS, ZERO 08/22 17277BH81 - 08-Aug-2022 99.9360 50,000,000.00 49,948,541.67 49,981,041.67 49,968,014.00JOHN DEERE ZERO 08/22 24422MH87 - 08-Aug-2022 99.9359 32,500,000.00 32,440,994.44 32,489,409.26 32,479,154.83EXPORT DEVELMT ZERO 08/22 30215HH86 - 08-Aug-2022 99.9333 100,000,000.00 99,712,361.12 99,981,695.70 99,933,250.00NAT'L AUSTRALIA ZERO 08/2 63253KH83 - 08-Aug-2022 99.9365 100,000,000.00 99,629,000.00 99,983,666.66 99,936,528.00TOYOTA MOTOR ZERO 08/22 89233HH80 - 08-Aug-2022 99.9371 25,000,000.00 24,935,305.56 24,993,340.28 24,984,277.75WAL-MART INC ZERO 08/22 93114FH80 - 08-Aug-2022 99.9354 40,000,000.00 39,920,200.00 39,987,586.67 39,974,166.80NAT'L AUSTRALIA VAR 08/22 63253LZJ7 2.4200 09-Aug-2022 99.9905 50,000,000.00 50,000,000.00 50,000,000.00 49,995,250.00EXPORT DEVELMT ZERO 08/22 30215HHA1 - 10-Aug-2022 99.9199 50,000,000.00 49,816,250.00 49,983,125.00 49,959,933.50EXPORT DEVELMT ZERO 08/22 30215HHB9 - 11-Aug-2022 99.9132 75,000,000.00 74,734,583.33 74,972,916.66 74,934,864.75CREDIT SUISSE A ZERO 08/2 2254EBHF1 - 15-Aug-2022 99.8907 70,000,000.00 69,731,355.56 69,957,741.32 69,923,509.60EXPORT DEVELMT ZERO 08/22 30215HHF0 - 15-Aug-2022 99.8858 100,000,000.00 99,585,138.90 99,944,153.32 99,885,769.00NATIONAL SECS C ZERO 08/2 63763QHF7 - 15-Aug-2022 99.8912 50,000,000.00 49,855,555.56 49,974,722.22 49,945,623.50AMAZON.COM INC ZERO 08/22 02314QHG7 - 16-Aug-2022 99.8841 50,000,000.00 49,807,361.11 49,980,208.33 49,942,025.00COOPERATIEVE ZERO 08/22 21687BHG9 - 16-Aug-2022 99.8841 60,000,000.00 59,687,933.33 59,969,405.23 59,930,430.00


VA GENERAL ACCOUNT


Description Security Coupon Rate Maturity Date Price (Base) Shares/Par Cost (Base) Amortized Cost Traded Market ValueJ.P. MORGAN ZERO 08/22 46640QHG9 - 16-Aug-2022 99.8818 100,000,000.00 99,468,750.00 99,948,588.70 99,881,800.00NATIONAL SECS C ZERO 08/2 63763QHG5 - 16-Aug-2022 99.8848 200,000,000.00 199,451,111.12 199,891,666.68 199,769,600.00NESTLE CAP CORP ZERO 08/2 64105HHG0 - 16-Aug-2022 99.8881 21,450,000.00 21,414,577.71 21,431,678.13 21,425,986.73THUNDER BAY ZERO 08/22 88602UHG8 - 16-Aug-2022 99.8839 29,000,000.00 28,857,900.00 28,985,500.00 28,966,316.50LVMH CORPORATE ZERO 08/22 55078UHJ6 - 18-Aug-2022 99.8677 22,000,000.00 21,927,705.56 21,986,641.24 21,970,898.84JOHN DEERE ZERO 08/22 24422MHR5 - 25-Aug-2022 99.8280 36,000,000.00 35,903,750.00 35,958,000.00 35,938,062.00EXPORT DEVELMT ZERO 08/22 30215HHR4 - 25-Aug-2022 99.8165 100,000,000.00 99,527,111.10 99,899,563.42 99,816,475.00J.P. MORGAN ZERO 08/22 46640QHR5 - 25-Aug-2022 99.8218 50,000,000.00 49,783,958.33 49,971,666.67 49,910,900.00METLIFE SHORT T ZERO 08/2 59157UHR4 - 25-Aug-2022 99.8277 50,000,000.00 49,835,555.56 49,938,333.34 49,913,862.50NATIONAL SECS C ZERO 08/2 63763QHR1 - 25-Aug-2022 99.8263 50,000,000.00 49,846,527.78 49,956,666.67 49,913,150.00EXPORT DEVELMT ZERO 08/22 30215HHS2 - 26-Aug-2022 99.8096 60,000,000.00 59,715,616.67 59,937,635.23 59,885,760.00METLIFE SHORT T ZERO 08/2 59157UHV5 - 29-Aug-2022 99.8025 124,750,000.00 124,329,397.22 124,589,614.35 124,503,570.10J.P. MORGAN ZERO 09/22 46640QJ10 - 01-Sep-2022 99.7734 25,000,000.00 24,917,875.00 24,988,427.84 24,943,357.00COOPERATIEVE ZERO 09/22 21687BJ28 - 02-Sep-2022 99.7723 75,000,000.00 74,627,083.33 74,934,790.53 74,829,229.50APPLE INC ZERO 09/22 03785EJ62 - 06-Sep-2022 99.7585 50,000,000.00 49,791,666.67 49,940,000.00 49,879,262.50BOFA SECURITIES ZERO 09/2 06054PJ64 - 06-Sep-2022 99.7376 41,000,000.00 40,748,191.67 40,933,831.39 40,892,422.97JOHN DEERE ZERO 09/22 24422MJ69 - 06-Sep-2022 99.7503 80,000,000.00 79,739,600.00 79,851,200.00 79,800,233.60METLIFE SHORT T ZERO 09/2 59157UJ68 - 06-Sep-2022 99.7477 81,400,000.00 81,118,647.22 81,255,265.16 81,194,621.29NATIONAL SECS C ZERO 09/2 63763QJ65 - 06-Sep-2022 99.7441 42,000,000.00 41,848,800.00 41,943,300.00 41,892,529.14OLD LINE ZERO 09/22 67983UJ61 - 06-Sep-2022 99.7312 30,000,000.00 29,838,541.67 29,953,869.05 29,919,367.50BOFA SECURITIES ZERO 09/2 06054PJG2 - 16-Sep-2022 99.6637 90,000,000.00 89,504,000.00 89,821,750.00 89,697,302.10EXPORT DEVELMT ZERO 09/22 30215HJG6 - 16-Sep-2022 99.6634 75,000,000.00 74,606,250.00 74,858,496.09 74,747,547.75TOYOTA MOTOR ZERO 09/22 89233HJG0 - 16-Sep-2022 99.6660 50,000,000.00 49,806,666.67 49,851,777.78 49,832,991.50EXPORT DEVELMT ZERO 09/22 30215HJL5 - 20-Sep-2022 99.6377 40,000,000.00 39,799,800.00 39,921,181.10 39,855,074.40OLD LINE ZERO 09/22 67983UJL8 - 20-Sep-2022 99.6156 18,000,000.00 17,908,155.00 17,961,082.63 17,930,808.54NATIONAL SECS C ZERO 09/2 63763QJN8 - 22-Sep-2022 99.6277 100,000,000.00 99,566,666.68 99,711,111.12 99,627,681.00NAT'L AUSTRALIA ZERO 09/2 63253KJP3 - 23-Sep-2022 99.6175 28,000,000.00 27,806,146.67 27,944,762.22 27,892,896.92NATIONAL SECS C ZERO 09/2 63763QJP3 - 23-Sep-2022 99.6203 50,000,000.00 49,780,555.56 49,852,777.78 49,810,144.50APPLE INC ZERO 09/22 03785EJS4 - 26-Sep-2022 99.6283 100,000,000.00 99,513,888.88 99,782,222.22 99,628,300.00NATIONAL SECS C ZERO 09/2 63763QJS7 - 26-Sep-2022 99.5977 50,000,000.00 49,805,138.89 49,821,111.11 49,798,826.50NATIONAL SECS C ZERO 09/2 63763QJT5 - 27-Sep-2022 99.5900 100,000,000.00 99,600,694.44 99,635,833.33 99,590,000.00J.P. MORGAN ZERO 10/22 46640QK34 - 03-Oct-2022 99.5303 30,000,000.00 29,817,483.33 29,877,675.00 29,859,090.00NATIONAL SECS C ZERO 10/2 63763QK30 - 03-Oct-2022 99.5402 35,000,000.00 34,823,152.78 34,948,179.65 34,839,070.00APPLE INC ZERO 10/22 03785EKB9 - 11-Oct-2022 99.5143 50,000,000.00 49,712,222.22 49,854,055.55 49,757,136.00ING (US) ZERO 10/22 4497W1KB1 - 11-Oct-2022 99.4540 100,000,000.00 99,386,667.00 99,541,614.28 99,454,044.00APPLE INC ZERO 10/22 03785EKE3 - 14-Oct-2022 99.4903 26,000,000.00 25,847,148.89 25,920,902.22 25,867,478.78BARCLAYS BANK P ZERO 10/2 06744GDZ2 - 14-Oct-2022 99.4197 50,000,000.00 49,688,500.00 49,725,583.33 49,709,859.50ING (US) ZERO 10/22 4497W1KE5 - 14-Oct-2022 99.4261 70,000,000.00 69,555,850.00 69,650,350.00 69,598,295.20EXPORT DEVELMT ZERO 10/22 30215HKH2 - 17-Oct-2022 99.4149 50,000,000.00 49,680,138.89 49,756,145.49 49,707,444.50ING (US) ZERO 10/22 45685RKH9 - 17-Oct-2022 99.3978 33,000,000.00 32,731,050.00 32,884,949.17 32,801,266.74LVMH CORPORATE ZERO 10/22 55078UKH6 - 17-Oct-2022 99.4333 50,000,000.00 49,683,402.78 49,751,245.04 49,716,666.50LVMH CORPORATE ZERO 10/22 55078UKJ2 - 18-Oct-2022 99.4260 35,000,000.00 34,771,916.67 34,806,625.00 34,799,108.75LVMH CORPORATE ZERO 10/22 55078UKL7 - 20-Oct-2022 99.4114 50,000,000.00 49,677,708.33 49,719,746.37 49,705,696.00CANADIAN ZERO 10/22 13608BKQ6 - 24-Oct-2022 99.3862 27,000,000.00 26,747,475.00 26,885,340.00 26,834,265.09


VA GENERAL ACCOUNT


Description Security Coupon Rate Maturity Date Price (Base) Shares/Par Cost (Base) Amortized Cost Traded Market ValueTOYOTA MOTOR ZERO 10/22 89233HKX1 - 31-Oct-2022 99.2757 85,000,000.00 84,372,133.33 84,410,970.44 84,384,326.30BOFA ZERO 11/22 06054PL12 - 01-Nov-2022 99.2598 35,000,000.00 34,648,250.00 34,820,216.67 34,740,927.20NAT'L AUSTRALIA ZERO 11/2 63253KL13 - 01-Nov-2022 99.2696 64,000,000.00 63,380,408.89 63,706,724.44 63,532,515.84THUNDER BAY ZERO 11/22 88602UL40 - 04-Nov-2022 99.2190 37,000,000.00 36,685,602.78 36,814,486.11 36,711,027.78AMAZON.COM INC ZERO 11/22 02314QL72 - 07-Nov-2022 99.3082 41,500,000.00 41,184,484.72 41,240,163.89 41,212,882.25ING (US) ZERO 11/22 4497W1L79 - 07-Nov-2022 99.1948 100,000,000.00 99,121,667.00 99,305,833.60 99,194,806.00METLIFE SHORT T ZERO 11/2 59157UL73 - 07-Nov-2022 99.2262 30,000,000.00 29,737,500.00 29,855,477.53 29,767,868.40METLIFE SHORT T ZERO 11/2 59157ULE8 - 14-Nov-2022 99.1480 30,000,000.00 29,728,500.00 29,843,365.38 29,744,400.00AMAZON.COM INC ZERO 11/22 02314QLF4 - 15-Nov-2022 99.2297 50,000,000.00 49,585,486.11 49,654,027.78 49,614,866.50ING (US) ZERO 11/22 4497W1LF1 - 15-Nov-2022 99.1159 25,000,000.00 24,753,458.25 24,857,194.40 24,778,972.25NAT'L AUSTRALIA ZERO 11/2 63253KLG0 - 16-Nov-2022 99.1283 100,000,000.00 99,003,666.68 99,420,610.52 99,128,250.00ING (US) ZERO 11/22 4497W1LJ3 - 18-Nov-2022 99.0856 25,000,000.00 24,748,277.78 24,850,881.95 24,771,411.00BOFA SECURITIES ZERO 11/2 06054PLU8 - 28-Nov-2022 98.9854 50,000,000.00 49,411,805.56 49,545,486.11 49,492,683.50METLIFE SHORT T ZERO 11/2 59157ULU2 - 28-Nov-2022 98.9857 31,000,000.00 30,706,361.11 30,720,455.78 30,685,568.86J.P. MORGAN ZERO 12/22 46640QM57 - 05-Dec-2022 98.9311 50,000,000.00 49,370,000.00 49,632,500.00 49,465,546.00ING (US) ZERO 12/22 45685RM95 - 09-Dec-2022 98.8643 25,000,000.00 24,718,888.89 24,802,462.46 24,716,082.00THUNDER BAY VAR 12/22 88603AEN9 1.9500 12-Dec-2022 99.9587 30,000,000.00 30,000,000.00 30,000,000.00 29,987,610.00BOFA SECURITIES VAR 12/22 06054CBE4 - 16-Dec-2022 99.9691 100,000,000.00 100,000,000.00 100,000,000.00 99,969,100.00J.P. MORGAN ZERO 12/22 46640QMG3 - 16-Dec-2022 98.8151 26,000,000.00 25,668,500.00 25,831,794.44 25,691,914.56METLIFE SHORT T ZERO 01/2 59157UNH9 - 17-Jan-2023 98.4104 50,000,000.00 49,224,791.67 49,295,644.04 49,205,216.50J.P. MORGAN ZERO 01/23 46640QNT4 - 27-Jan-2023 98.3241 30,000,000.00 29,473,500.00 29,650,950.00 29,497,224.90JP MORGAN ZERO 01/23 46640QNW7 - 30-Jan-2023 98.2929 19,000,000.00 18,669,400.00 18,777,151.11 18,675,643.59NAT'L AUSTRALIA ZERO 02/2 63253KP19 - 01-Feb-2023 98.2749 125,000,000.00 122,798,208.33 123,477,911.11 122,843,656.25NAT'L AUSTRALIA VAR 02/23 63253LZM0 2.7300 24-Feb-2023 99.8671 30,000,000.00 30,000,000.00 30,000,000.00 29,960,130.00NAT'L AUSTRALIA ZERO 03/2 63253KQ18 - 01-Mar-2023 97.9706 50,000,000.00 48,864,486.11 49,025,388.89 48,985,319.50

4,962,600,000.00 4,934,459,806.98 4,947,514,453.85 4,941,791,410.71Money Market

BLACKROCK VAR 12/49 09248U700 1.9762 31-Dec-2049 100.0000 269,628,544.03 269,628,544.03 269,628,544.03 269,628,544.03INVESCO VAR 12/99 00499KPA5 2.0812 31-Dec-2099 100.0000 1,467,150.61 1,467,150.61 1,467,150.61 1,467,150.61

271,095,694.64 271,095,694.64 271,095,694.64 271,095,694.64T-Bill

UNITED STATES ZERO 08/22 912796X46 - 02-Aug-2022 99.9951 50,000,000.00 49,866,125.00 49,998,875.00 49,997,534.50UNITED STATES ZERO 08/22 912796XM6 - 16-Aug-2022 99.9144 200,000,000.00 199,370,666.68 199,920,000.00 199,828,792.00UNITED STATES ZERO 12/22 912796P94 - 01-Dec-2022 99.1240 50,000,000.00 49,880,555.56 49,957,638.89 49,561,986.00

300,000,000.00 299,117,347.24 299,876,513.89 299,388,312.50T-Note

UNITED 0.125% 09/22 91282CAN1 0.1250 30-Sep-2022 99.6580 100,000,000.00 100,047,100.00 100,005,735.30 99,657,976.00UNITED 1.875% 10/22 912828M49 1.8750 31-Oct-2022 99.8726 25,000,000.00 25,328,125.00 25,097,345.24 24,968,146.75UNITED 0.125% 11/22 91282CAX9 0.1250 30-Nov-2022 99.1406 50,000,000.00 49,919,921.88 49,971,879.87 49,570,312.50UNITED 0.125% 01/23 91282CBG5 0.1250 31-Jan-2023 98.6367 50,000,000.00 49,955,078.13 49,985,848.54 49,318,359.50UNITED 0.125% 03/23 91282CBU4 0.1250 31-Mar-2023 98.1406 50,000,000.00 49,994,140.63 49,997,889.01 49,070,312.50UNITED 0.25% 09/23 91282CDA6 0.2500 30-Sep-2023 96.9102 150,000,000.00 149,820,696.00 149,895,515.82 145,365,234.00UNITED 0.375% 10/23 91282CDD0 0.3750 31-Oct-2023 96.8672 100,000,000.00 99,791,538.00 99,869,580.70 96,867,188.00


VA GENERAL ACCOUNT


Description Security Coupon Rate Maturity Date Price (Base) Shares/Par Cost (Base) Amortized Cost Traded Market ValueUNITED 0.125% 12/23 91282CBA8 0.1250 15-Dec-2023 96.1875 100,000,000.00 99,093,750.00 99,415,523.50 96,187,500.00UNITED 0.25% 06/24 91282CCG4 0.2500 15-Jun-2024 95.1602 100,000,000.00 99,782,233.00 99,863,896.36 95,160,156.00UNITED 0.375% 07/24 91282CCL3 0.3750 15-Jul-2024 95.2500 100,000,000.00 99,800,181.00 99,869,558.89 95,250,000.00UNITED 0.375% 09/24 91282CCX7 0.3750 15-Sep-2024 94.8359 100,000,000.00 99,625,000.00 99,732,173.24 94,835,938.00UNITED 0.625% 10/24 91282CDB4 0.6250 15-Oct-2024 95.2148 50,000,000.00 49,982,421.88 49,987,047.95 47,607,422.00UNITED STATES 1.5% 10/24 912828YM6 1.5000 31-Oct-2024 97.0273 50,000,000.00 51,625,000.00 51,091,298.79 48,513,672.00UNITED 0.25% 09/25 91282CAM3 0.2500 30-Sep-2025 92.2383 50,000,000.00 49,308,593.75 49,522,158.15 46,119,140.50UNITED 0.375% 12/25 91282CBC4 0.3750 31-Dec-2025 92.1367 50,000,000.00 49,527,343.75 49,666,074.00 46,068,359.50UNITED STATES 0.5% 02/26 91282CBQ3 0.5000 28-Feb-2026 92.2305 50,000,000.00 49,496,093.75 49,637,057.39 46,115,234.50UNITED 0.75% 05/26 91282CCF6 0.7500 31-May-2026 92.6523 100,000,000.00 99,770,185.00 99,823,023.28 92,652,344.00UNITED 0.625% 07/26 91282CCP4 0.6250 31-Jul-2026 91.9609 100,000,000.00 97,652,343.75 98,027,019.16 91,960,938.00UNITED 0.75% 08/26 91282CCW9 0.7500 31-Aug-2026 92.3164 50,000,000.00 49,634,765.63 49,696,864.64 46,158,203.00UNITED 0.875% 09/26 91282CCZ2 0.8750 30-Sep-2026 92.6719 150,000,000.00 149,196,913.50 149,328,467.76 139,007,812.50UNITED 1.125% 10/26 91282CDG3 1.1250 31-Oct-2026 93.5352 100,000,000.00 99,854,716.00 99,875,989.66 93,535,156.00UNITED 1.25% 11/26 91282CDK4 1.2500 30-Nov-2026 93.9766 50,000,000.00 49,302,734.38 49,374,456.95 46,988,281.00

1,725,000,000.00 1,718,508,875.03 1,719,734,404.20 1,640,977,686.25T-Bond

UNITED 7.25% 08/22 912810EM6 7.2500 15-Aug-2022 100.1945 50,000,000.00 51,132,812.50 50,122,173.96 50,097,267.50UNITED STATES ZERO 11/23 912833LP3 - 15-Nov-2023 96.4582 75,000,000.00 74,419,500.00 74,687,116.02 72,343,648.50UNITED STATES ZERO 08/24 912833LS7 - 15-Aug-2024 94.4850 50,000,000.00 49,347,500.00 49,554,450.55 47,242,508.00UNITED STATES ZERO 05/25 912833LV0 - 15-May-2025 92.5486 20,000,000.00 19,386,200.00 19,519,099.12 18,509,712.20UNITED STATES ZERO 08/25 912833LW8 - 15-Aug-2025 92.0783 40,000,000.00 39,139,600.00 39,427,593.67 36,831,332.40UNITED STATES ZERO 02/26 912833LY4 - 15-Feb-2026 90.7896 17,000,000.00 16,229,560.00 16,437,913.84 15,434,223.67UNITED STATES ZERO 05/26 912833LZ1 - 15-May-2026 90.1767 20,000,000.00 19,182,000.00 19,373,126.97 18,035,346.80

272,000,000.00 268,837,172.50 269,121,474.13 258,494,039.07Repurchase Agreement

TRI-PARTY 2.25% 08/22 ABK9996Y6 2.2500 01-Aug-2022 100.0000 375,000,000.00 375,000,000.00 375,000,000.00 375,000,000.00REPO JPMCHASE (CUST) 99NL00004 2.3100 01-Aug-2022 100.0000 30,001,500.00 30,001,500.00 30,001,500.00 30,001,500.00BANK OF NOVA 2.25% 08/22 ABK9937Z5 2.2500 02-Aug-2022 100.0000 295,000,000.00 295,000,000.00 295,000,000.00 295,000,000.00

700,001,500.00 700,001,500.00 700,001,500.00 700,001,500.00

Totals 21,071,522,194.64 21,029,549,237.58 21,043,629,752.29 20,798,517,634.08


Account: 3015464900 VA. GENERAL/MERGANSER CAP Created: 5-Aug-2022 04:05:20 PM [EDT]



Corporate BondAT&T INC NOTES FLT 06/24 00206RGD8 2.9013 6/12/2024 99.7100 7,180,000.00 7,278,131.60 7,278,131.60 7,159,178.86AIR PRODUCTS 3.35% 07/24 009158AV8 3.3500 7/31/2024 100.3227 500,000.00 542,245.00 524,911.25 501,613.54AMERICAN FLT 11/26 025816CL1 1.8272 11/4/2026 96.7366 4,970,000.00 4,970,000.00 4,970,000.00 4,807,810.41AMERICAN 0.75% 08/24 02665WDY4 0.7500 8/9/2024 94.9968 4,920,000.00 4,916,752.80 4,917,749.92 4,673,844.53AMERIPRISE 3% 04/25 03076CAK2 3.0000 4/2/2025 98.5040 6,358,000.00 6,822,577.58 6,685,263.63 6,262,884.00AMGEN INC 1.9% 02/25 031162CV0 1.9000 2/21/2025 96.6015 2,500,000.00 2,574,825.00 2,556,013.26 2,415,038.58ANALOG DEVICES FLT 10/24 032654AT2 1.9263 10/1/2024 97.6817 2,660,000.00 2,660,000.00 2,660,000.00 2,598,333.14APPLE INC 3.25% 02/26 037833BY5 3.2500 2/23/2026 100.7303 4,600,000.00 4,855,157.90 4,779,695.53 4,633,594.54APPLE INC 2.85% 05/24 037833CU2 2.8500 5/11/2024 99.5726 1,985,000.00 2,120,235.93 2,061,364.83 1,976,515.28ATMOS 0.625% 03/23 049560AU9 0.6250 3/9/2023 98.3606 2,000,000.00 1,999,920.00 1,999,976.65 1,967,212.90ATMOS ENERGY FLT 03/23 049560AV7 2.0704 3/9/2023 99.8376 5,000,000.00 5,000,860.00 5,000,860.00 4,991,879.75BAKER 1.231% 12/23 05724BAB5 1.2310 12/15/2023 97.1227 6,000,000.00 6,000,000.00 6,000,000.00 5,827,360.98BANK OF VAR 02/26 06051GHY8 2.0150 2/13/2026 94.6683 4,175,000.00 4,089,412.50 4,089,412.50 3,952,401.61BANK OF VAR 06/26 06051GJD2 1.3190 6/19/2026 92.2471 4,150,000.00 3,969,516.50 3,969,516.50 3,828,253.99BANK OF VAR 06/24 06051GJY6 0.5230 6/14/2024 97.0035 2,715,000.00 2,715,000.00 2,715,000.00 2,633,645.79BANK OF 2.65% 03/27 06368FAJ8 2.6500 3/8/2027 94.8555 5,135,000.00 4,848,775.10 4,859,909.42 4,870,827.72BANK OF NEW 2.2% 08/23 06406FAD5 2.2000 8/16/2023 99.1730 1,865,000.00 1,942,416.15 1,890,015.47 1,849,575.57BANK OF NOVA 3.45% 04/25 06417XAH4 3.4500 4/11/2025 99.3220 7,555,000.00 7,498,413.05 7,502,667.45 7,503,777.93BERKSHIRE 2.3% 03/27 084664CZ2 2.3000 3/15/2027 97.0385 6,435,000.00 6,433,777.35 6,433,875.09 6,244,429.02BERKSHIRE 3.125% 03/26 084670BS6 3.1250 3/15/2026 100.2882 1,450,000.00 1,437,385.00 1,438,172.60 1,454,178.61BOSTON 3.2% 01/25 10112RAZ7 3.2000 1/15/2025 98.2928 3,850,000.00 4,186,028.00 4,058,538.05 3,784,271.68BP CAPITAL 3.194% 04/25 10373QBJ8 3.1940 4/6/2025 99.8984 3,235,000.00 3,467,014.95 3,402,017.12 3,231,711.78BURLINGTON 3% 03/23 12189LAM3 3.0000 3/15/2023 99.9541 1,000,000.00 1,044,560.00 1,013,701.25 999,541.27BURLINGTON 3.85% 09/23 12189LAQ4 3.8500 9/1/2023 100.5547 3,495,000.00 3,778,409.55 3,613,635.66 3,514,387.15BURLINGTON 7% 12/25 12189TAA2 7.0000 12/15/2025 111.1410 2,850,000.00 3,537,420.00 3,396,387.00 3,167,518.36CAMDEN 3.5% 09/24 133131AV4 3.5000 9/15/2024 98.7112 4,465,000.00 4,837,381.00 4,692,713.32 4,407,453.83CANADIAN 0.95% 06/23 13607GRK2 0.9500 6/23/2023 97.8680 1,950,000.00 1,947,892.15 1,948,911.88 1,908,425.79CATERPILLAR 1.9% 09/22 14913Q3A5 1.9000 9/6/2022 99.9150 1,130,000.00 1,128,429.30 1,129,948.70 1,129,039.21CATERPILLAR 0.65% 07/23 14913R2D8 0.6500 7/7/2023 97.6261 1,350,000.00 1,349,244.00 1,349,765.64 1,317,952.40CHEVRON 1.554% 05/25 166764BW9 1.5540 5/11/2025 96.2019 4,850,000.00 4,931,360.00 4,903,121.79 4,665,791.91CITIGROUP INC VAR 05/28 172967NS6 4.6580 5/24/2028 101.3333 3,040,000.00 3,027,049.60 3,027,049.60 3,080,532.75COMCAST CORP FLT 04/24 20030NCX7 3.1420 4/15/2024 100.0136 3,456,000.00 3,496,400.64 3,496,400.64 3,456,470.19PNC BANK NA 3.875% 04/25 20453KAA3 3.8750 4/10/2025 99.9930 2,025,000.00 2,038,081.50 2,036,906.83 2,024,857.97CREDIT 2.95% 04/25 22550L2C4 2.9500 4/9/2025 96.5099 3,415,000.00 3,536,201.30 3,480,581.40 3,295,812.64DTE ENERGY 1.05% 06/25 233331BG1 1.0500 6/1/2025 92.7553 384,000.00 385,294.08 384,854.18 356,180.32JOHN DEERE 0.45% 01/24 24422EVN6 0.4500 1/17/2024 96.4019 2,500,000.00 2,498,225.00 2,499,100.21 2,410,048.68DNB BANK ASA VAR 03/25 25601B2D6 2.9680 3/28/2025 97.9850 4,845,000.00 4,845,000.00 4,845,000.00 4,747,372.04DOMINION FLT 09/23 25746UDH9 2.3589 9/15/2023 99.4596 6,947,000.00 6,952,057.33 6,952,057.33 6,909,457.65ENTERGY 0.95% 10/24 29364WBK3 0.9500 10/1/2024 94.7654 3,305,000.00 3,300,042.50 3,301,427.07 3,131,997.86FLORIDA 2.75% 06/23 341081FJ1 2.7500 6/1/2023 99.5302 1,550,000.00 1,581,310.00 1,557,030.00 1,542,718.10FLORIDA 2.85% 04/25 341081FZ5 2.8500 4/1/2025 99.5640 2,100,000.00 2,283,435.00 2,217,003.11 2,090,843.41FRANKLIN 2.85% 03/25 354613AK7 2.8500 3/30/2025 98.1490 2,710,000.00 2,897,786.70 2,844,291.98 2,659,837.60GOLDMAN SACHS VAR 02/28 38141GZK3 2.6400 2/24/2028 93.1895 8,840,000.00 8,840,000.00 8,840,000.00 8,237,948.00





HSBC HOLDINGS VAR 08/24 404280CU1 0.7320 8/17/2024 96.1407 6,780,000.00 6,785,712.00 6,785,712.00 6,518,342.04HONEYWELL FLT 08/22 438516BV7 1.7407 8/8/2022 99.9860 1,750,000.00 1,648,293.50 1,648,293.50 1,749,754.95HORMEL FOODS 0.65% 06/24 440452AG5 0.6500 6/3/2024 95.7460 2,195,000.00 2,194,604.90 2,194,760.78 2,101,624.66HUNTINGTON FLT 05/25 44644MAE1 2.4637 5/16/2025 98.6511 3,280,000.00 3,229,684.80 3,229,684.80 3,235,756.08INTEL CORP 3.7% 07/25 458140AS9 3.7000 7/29/2025 101.2550 2,400,000.00 2,645,184.00 2,589,522.60 2,430,120.05INTEL CORP 3.4% 03/25 458140BP4 3.4000 3/25/2025 100.3275 779,000.00 861,006.62 831,740.82 781,550.97INTERCONTINEN 3.65% 05/25 45866FAT1 3.6500 5/23/2025 100.6690 4,455,000.00 4,450,099.50 4,450,458.33 4,484,805.29INTUIT INC 0.65% 07/23 46124HAA4 0.6500 7/15/2023 97.4549 635,000.00 634,847.60 634,952.53 618,838.48JPMORGAN CHASE VAR 03/26 46647PBH8 2.0050 3/13/2026 94.5665 1,850,000.00 1,750,562.50 1,750,562.50 1,749,480.08JPMORGAN CHASE VAR 06/25 46647PCK0 0.9690 6/23/2025 94.0583 5,673,000.00 5,692,439.31 5,692,439.31 5,335,929.97KEYBANK FLT 06/24 49327M3D4 2.6000 6/14/2024 98.6527 4,635,000.00 4,596,436.80 4,596,436.80 4,572,551.67LITTON 7.75% 03/26 538021AC0 7.7500 3/15/2026 113.3250 3,365,000.00 4,262,714.70 4,096,225.58 3,813,387.90LLOYDS BANKING VAR 11/23 539439AP4 2.9070 11/7/2023 99.6093 6,870,000.00 6,929,562.90 6,929,562.90 6,843,159.46LUBRIZOL 7.25% 06/25 549271AA2 7.2500 6/15/2025 110.0947 3,855,000.00 4,710,424.50 4,520,188.50 4,244,152.34MIDAMERICAN 3.7% 09/23 595620AK1 3.7000 9/15/2023 100.2835 775,000.00 833,419.50 800,811.40 777,197.18MITSUBISHI UFJ VAR 09/24 606822BV5 0.8480 9/15/2024 96.4317 1,565,000.00 1,515,154.75 1,515,154.75 1,509,156.67MITSUBISHI UFJ VAR 07/25 606822BW3 0.9530 7/19/2025 93.6887 6,000,000.00 6,000,000.00 6,000,000.00 5,621,321.34NATIONAL 2.3% 09/22 63743HEQ1 2.3000 9/15/2022 99.9066 2,920,000.00 2,859,100.40 2,917,969.37 2,917,272.25NATIONAL RURAL 1% 10/24 63743HEY4 1.0000 10/18/2024 94.7804 4,545,000.00 4,540,864.05 4,541,943.63 4,307,769.54NATIONAL 2.85% 01/25 637432ND3 2.8500 1/27/2025 98.6616 967,000.00 1,026,634.89 1,010,345.43 954,057.68NATWEST FLT 03/25 63906YAF5 3.0733 3/22/2025 99.9358 3,950,000.00 3,950,000.00 3,950,000.00 3,947,465.32NEXTERA 0.65% 03/23 65339KBU3 0.6500 3/1/2023 98.4502 2,040,000.00 2,039,796.00 2,039,939.58 2,008,383.22OKLAHOMA 0.553% 05/23 678858BW0 0.5530 5/26/2023 97.7192 3,975,000.00 3,975,000.00 3,975,000.00 3,884,338.12ONCOR ELECTRIC 7% 09/22 68233DAR8 7.0000 9/1/2022 100.2411 3,519,000.00 3,880,542.06 3,538,662.83 3,527,485.22ONCOR 2.95% 04/25 68233JAZ7 2.9500 4/1/2025 98.8478 300,000.00 320,763.00 314,685.76 296,543.52PACIFICORP 3.6% 04/24 695114CR7 3.6000 4/1/2024 100.5205 5,002,000.00 5,339,175.16 5,224,951.96 5,028,033.86PUBLIC STORAGE FLT 04/24 74460WAB3 2.3735 4/23/2024 99.5039 6,285,000.00 6,295,533.80 6,295,533.80 6,253,821.43NATWEST GROUP VAR 03/25 780097BK6 4.2690 3/22/2025 99.1132 3,215,000.00 3,180,921.00 3,180,921.00 3,186,488.00ROYAL BANK OF 1.6% 04/23 78015K7G3 1.6000 4/17/2023 98.9536 2,000,000.00 2,044,840.00 2,015,142.32 1,979,072.82ROYAL BANK 2.05% 01/27 78016EYV3 2.0500 1/21/2027 93.0624 5,050,000.00 5,017,771.00 5,021,058.08 4,699,649.18ROYAL BANK OF 1.2% 04/26 78016EZQ3 1.2000 4/27/2026 91.1651 1,150,000.00 1,118,846.50 1,122,931.48 1,048,398.19SALESFORCE 3.25% 04/23 79466LAE4 3.2500 4/11/2023 100.0362 2,045,000.00 2,146,166.15 2,084,316.95 2,045,740.76SALESFORCE 0.625% 07/24 79466LAG9 0.6250 7/15/2024 95.5814 3,995,000.00 3,992,962.55 3,993,690.89 3,818,475.45SCHLUMBERGER 3.65% 12/23 806854AH8 3.6500 12/1/2023 100.8948 4,718,000.00 4,924,034.64 4,855,128.27 4,760,214.45CHARLES 0.9% 03/26 808513BF1 0.9000 3/11/2026 91.7694 2,225,000.00 2,222,285.50 2,223,135.03 2,041,868.50CHARLES SCHWAB FLT 05/26 808513BQ7 1.7823 5/13/2026 96.8169 1,875,000.00 1,875,000.00 1,875,000.00 1,815,316.89SHELL 3.25% 05/25 822582BD3 3.2500 5/11/2025 99.9954 5,092,000.00 5,533,210.88 5,409,072.73 5,091,765.21SIMON 3.75% 02/24 828807CR6 3.7500 2/1/2024 100.1995 1,475,000.00 1,575,314.75 1,509,901.22 1,477,942.51SIMON 3.5% 09/25 828807CV7 3.5000 9/1/2025 99.6200 4,770,000.00 5,252,808.95 5,107,158.95 4,751,874.00SOUTHERN FLT 09/23 842434CV2 2.0947 9/14/2023 99.4265 6,233,000.00 6,233,987.71 6,233,987.71 6,197,250.63SOUTHWEST 5.25% 05/25 844741BJ6 5.2500 5/4/2025 103.0238 2,625,000.00 3,010,980.00 2,888,869.36 2,704,374.30SOUTHWESTERN 3.3% 06/24 845743BP7 3.3000 6/15/2024 99.5892 2,300,000.00 2,402,787.00 2,343,397.80 2,290,550.98STATE STREET VAR 03/26 857477BM4 2.9010 3/30/2026 97.2961 2,845,000.00 3,045,246.20 3,045,246.20 2,768,073.02SUMITOMO FLT 01/27 86562MCL2 2.5313 1/14/2027 96.6560 6,450,000.00 6,450,000.00 6,450,000.00 6,234,310.77





TSMC ARIZONA 1.75% 10/26 872898AA9 1.7500 10/25/2026 92.6450 4,015,000.00 3,896,718.10 3,908,560.30 3,719,696.75TEXAS 2.625% 05/24 882508BB9 2.6250 5/15/2024 99.0475 3,252,000.00 3,433,916.88 3,331,617.61 3,221,023.46TORONTO-DOMINIO FLT 01/23 89114QCF3 2.5355 1/27/2023 99.8827 1,500,000.00 1,492,305.00 1,492,305.00 1,498,240.16TORONTO-DOMIN 1.15% 06/25 89114QCH9 1.1500 6/12/2025 93.2378 1,595,000.00 1,532,396.25 1,540,339.77 1,487,142.19TORONTO-DOMINIO FLT 09/24 89114TZF2 1.8459 9/10/2024 97.8865 8,085,000.00 8,085,000.00 8,085,000.00 7,914,123.04TOTALENERGIES 3.7% 01/24 89153VAG4 3.7000 1/15/2024 100.6682 6,590,000.00 6,750,532.40 6,715,963.98 6,634,031.88TOYOTA MOTOR FLT 09/22 89236TED3 2.1450 9/8/2022 99.9219 2,000,000.00 2,002,780.00 2,002,780.00 1,998,437.68TOYOTA MOTOR FLT 09/24 89236TJP1 1.7990 9/13/2024 98.7066 2,570,000.00 2,570,000.00 2,570,000.00 2,536,759.62UNILEVER 0.626% 08/24 904764BN6 0.6260 8/12/2024 94.9391 2,725,000.00 2,725,000.00 2,725,000.00 2,587,091.57VERIZON FLT 03/26 92343VGE8 2.4099 3/20/2026 98.0399 5,073,000.00 5,021,985.15 5,021,985.15 4,973,565.04VIRGINIA 2.75% 03/23 927804FN9 2.7500 3/15/2023 99.5176 1,375,000.00 1,423,262.50 1,392,479.97 1,368,367.43WELLS FARGO & VAR 04/26 95000U2N2 2.1880 4/30/2026 94.8500 6,055,000.00 6,233,501.40 6,233,501.40 5,743,169.01

348,708,000.00 356,726,141.81 353,777,009.09 342,327,840.12 FHLMC

FHLMCGLD 4.5% 09/26 3128MEMA6 4.5000 9/1/2026 102.9849 34,049.47 36,225.44 34,887.52 35,065.80UMBS MORTPASS 3% 01/29 3131XBNA3 3.0000 1/1/2029 100.0911 1,392,791.37 1,437,839.46 1,426,520.85 1,394,060.70UMBS MORTPASS 3% 11/30 3132ADPR3 3.0000 11/1/2030 100.0000 0.02 0.02 0.02 0.02UMBS MORTPASS 2.5% 07/32 3132CWM68 2.5000 7/1/2032 98.6084 2,239,818.85 2,351,809.80 2,343,384.94 2,208,649.84

3,666,659.71 3,825,874.72 3,804,793.33 3,637,776.36 FNMA

UMBS MORTPASS 3% 03/27 3138EBRC1 3.0000 3/1/2027 100.2070 149,192.16 153,644.63 151,235.02 149,500.99UMBS MORTPASS 5.5% 09/25 3138EQPW6 5.5000 9/1/2025 100.2296 24,723.61 26,736.27 25,378.64 24,780.37UMBS MORTPASS 3.5% 12/29 3138WDNE7 3.5000 12/1/2029 101.6795 914,431.31 923,289.86 920,142.22 929,789.21UMBS MORTPASS 2.5% 06/31 3138WHCC4 2.5000 6/1/2031 98.6089 1,765,096.86 1,808,948.49 1,799,723.60 1,740,543.27UMBS MORTPASS 4% 05/29 3140JADD7 4.0000 5/1/2029 101.8368 809,904.60 833,758.82 826,007.07 824,780.64UMBS MORTPASS 3% 06/31 3140J75E1 3.0000 6/1/2031 100.2028 950,391.78 948,684.04 949,155.88 952,318.97UMBS MORTPASS 2.5% 06/32 3140J8TH6 2.5000 6/1/2032 98.6116 2,012,687.46 2,111,120.46 2,093,920.54 1,984,743.27UMBS MORTPASS 2.5% 06/32 3140X4H90 2.5000 6/1/2032 100.0000 0.02 0.02 0.02 0.02UMBS MORTPASS 3% 07/30 3140X4RS7 3.0000 7/1/2030 100.2031 1,365,827.87 1,405,095.42 1,394,655.32 1,368,602.45UMBS MORTPASS 3% 08/32 3140X4Z25 3.0000 8/1/2032 100.2074 1,857,415.51 1,919,349.90 1,906,817.74 1,861,267.21

9,849,671.18 10,130,627.91 10,067,036.05 9,836,326.40 GNMA1 (20 Day Lag)

GNMA II FLT 11/41 36225FJ26 1.7500 11/20/2041 99.4421 64,727.67 67,316.77 67,316.77 64,366.5364,727.67 67,316.77 67,316.77 64,366.53

Money MarketINVESCO VAR 12/99 00499KPA5 2.0812 12/31/2099 100.0000 773,250.25 773,250.25 773,250.25 773,250.25

773,250.25 773,250.25 773,250.25 773,250.25 Mortgage Related

ALLY AUTO 3.02% 04/24 02004WAD3 3.0200 4/15/2024 100.0287 2,503,756.67 2,503,678.81 2,503,731.09 2,504,475.00ALLY AUTO 3.45% 06/27 02008JAD8 3.4500 6/15/2027 99.8917 4,870,000.00 4,869,074.70 4,869,116.20 4,864,723.84AMERICAN 3.07% 03/23 03027WAJ1 3.0700 3/15/2048 99.4592 6,960,000.00 6,964,271.00 6,964,223.98 6,922,360.32BA CREDIT 0.44% 09/26 05522RDD7 0.4400 9/15/2026 95.3504 3,650,000.00 3,649,936.86 3,649,950.39 3,480,288.87BX COMMERCIAL FLT 09/36 05609VAA3 2.6992 9/15/2036 96.1692 5,962,000.00 5,934,817.50 5,934,817.50 5,733,605.92BARCLAYS 0.63% 07/27 06742LAT0 0.6300 7/15/2027 94.4587 5,860,000.00 5,859,968.94 5,859,972.87 5,535,282.16





BENCHMARK 3.848% 04/51 08161BAV5 3.8480 4/10/2051 99.6370 770,632.52 793,738.48 790,708.85 767,834.82BENCHMARK 3.571% 01/51 08162PAT8 3.5710 1/15/2051 99.5872 879,947.71 903,905.66 903,136.53 876,314.85BX TRUST FLT 11/36 12434EAA8 2.7466 11/15/2036 95.7950 4,000,000.00 3,980,030.40 3,980,030.40 3,831,798.00COMM 3.031% 09/47 12592KAZ7 3.0310 9/10/2047 99.0609 158,798.78 162,470.99 161,820.87 157,307.56COMM 3.497% 02/49 12594CBE9 3.4970 2/10/2049 98.1350 3,420,956.06 3,413,205.47 3,413,307.38 3,357,155.91CNH EQUIPMENT 3.22% 01/26 12596JAD5 3.2200 1/15/2026 99.7845 1,500,000.00 1,499,550.60 1,499,778.98 1,496,767.80CNH EQUIPMENT 0.7% 12/27 12598AAD2 0.7000 12/15/2027 93.6153 2,950,000.00 2,949,155.71 2,949,329.11 2,761,652.53COMM 2013-CCRE9 VAR 07/45 12625UBF9 4.2682 7/10/2045 100.0049 6,954,869.85 7,009,204.78 7,009,204.78 6,955,213.42CREDIT SUISSE FLT 05/36 12653VAA4 2.9791 5/15/2036 98.5495 3,500,000.00 3,500,546.88 3,500,546.88 3,449,233.55CNH EQUIPMENT 0.44% 08/26 12657WAC4 0.4400 8/17/2026 95.7927 6,555,000.00 6,553,443.19 6,553,759.87 6,279,210.17CAPITAL ONE 0.55% 07/26 14041NFW6 0.5500 7/15/2026 94.8895 7,160,000.00 7,159,710.02 7,159,771.14 6,794,091.06CAPITAL ONE 2.51% 11/23 14042WAC4 2.5100 11/15/2023 99.9708 66,929.41 66,915.85 66,925.50 66,909.85CAPITAL ONE 1.92% 05/24 14043TAF3 1.9200 5/15/2024 99.6463 272,786.53 272,771.20 272,780.62 271,821.63CARMAX AUTO 0.52% 02/26 14314QAC8 0.5200 2/17/2026 97.0425 3,560,000.00 3,559,232.82 3,559,437.07 3,454,713.71CARMAX AUTO 2.68% 03/24 14316LAC7 2.6800 3/15/2024 99.9282 333,987.91 340,119.72 336,454.70 333,748.21CARMAX AUTO 0.55% 06/26 14317DAC4 0.5500 6/15/2026 96.2099 4,500,000.00 4,499,259.75 4,499,413.91 4,329,443.25CENTERPOINT 3.0282% 10/25 15200WAC9 3.0282 10/15/2025 99.2797 5,802,812.47 6,044,898.62 5,996,997.15 5,761,015.97CITIGROUP 3.093% 04/46 17320DAG3 3.0930 4/10/2046 99.3379 800,000.00 840,218.75 836,509.37 794,703.28CITIGROUP 3.552% 03/47 17322AAE2 3.5520 3/10/2047 99.3578 866,189.58 900,566.48 899,356.59 860,626.73CITIGROUP 3.349% 02/49 17324TAD1 3.3490 2/10/2049 97.7827 2,820,000.00 2,776,157.81 2,776,592.37 2,757,471.86ENTERPRISE 3.03% 01/28 29375JAB0 3.0300 1/20/2028 98.4212 2,440,000.00 2,439,616.68 2,439,640.26 2,401,476.55CITIGROUP 4.149% 01/36 29429MAA1 4.1490 1/10/2036 99.2521 2,800,000.00 2,841,125.00 2,840,224.10 2,779,057.40FRESB 2018-SB55 VAR 07/23 30297PAE3 3.5300 7/25/2023 99.9525 339,097.99 340,712.76 340,712.76 338,937.05FANNIE MAE-ACES VAR 01/23 3136AEX69 2.3890 1/25/2023 99.2456 152,464.81 153,149.71 153,149.71 151,314.65FNMA REMICS 3% 04/42 3136ASJA5 3.0000 4/25/2042 99.6348 219,701.76 227,254.01 225,501.83 218,899.41FHLMC REMICS 3.5% 07/41 3137ANTK1 3.5000 7/15/2041 101.3522 506,103.85 537,577.18 529,155.98 512,947.59FREDDIE MAC 3.023% 11/25 3137BHXJ1 3.0230 11/25/2025 99.2110 1,334,368.39 1,337,201.28 1,337,130.60 1,323,840.76FHLMC VAR 07/23 3137B4WB8 3.0600 7/25/2023 99.5597 1,100,000.00 1,152,507.81 1,152,507.81 1,095,156.15FIFTH THIRD 2.64% 12/23 31680YAD9 2.6400 12/15/2023 100.0691 9,811.35 9,809.19 9,810.68 9,818.13FIRSTKEY 1.266% 10/37 33767JAA0 1.2660 10/19/2037 93.2940 7,159,640.38 7,059,069.59 7,063,537.77 6,679,517.04FORD CREDIT 3.23% 05/25 34528LAD7 3.2300 5/15/2025 99.4794 5,000,000.00 4,999,396.00 4,999,451.08 4,973,967.50FORD CREDIT 0.7% 09/25 34528QHK3 0.7000 9/15/2025 96.7211 5,000,000.00 5,025,000.00 5,019,551.03 4,836,052.50FORD CREDIT 3.38% 03/24 34532TAE2 3.3800 3/15/2024 100.0417 1,886,081.83 1,958,062.38 1,925,128.31 1,886,868.14FORD CREDIT 0.41% 07/25 34533YAD2 0.4100 7/15/2025 97.8413 1,422,446.33 1,422,326.99 1,422,369.66 1,391,740.27SEASONED LOANS 3.5% 06/28 35564CAA5 3.5000 6/25/2028 99.9455 556,039.88 555,795.53 555,870.45 555,736.67SEASONED LOANS 2% 09/30 35564CGQ4 2.0000 9/25/2030 95.3974 925,413.42 953,486.35 949,181.13 882,820.53GS MORTGAGE 2.773% 11/45 36192PAJ5 2.7730 11/10/2045 99.7493 449,404.01 453,898.05 453,777.89 448,277.22GS MORTGAGE 2.86% 06/46 36197XAJ3 2.8600 6/10/2046 99.1026 4,968,430.94 4,966,878.31 4,966,878.31 4,923,842.75GM FINANCIAL 0.33% 02/25 36261RAD0 0.3300 2/20/2025 97.5871 1,350,000.00 1,349,796.15 1,349,870.35 1,317,426.12GM FINANCIAL 1.9% 03/25 36265MAC9 1.9000 3/20/2025 97.7126 4,855,000.00 4,854,958.25 4,854,964.93 4,743,947.70GM FINANCIAL 0.48% 06/26 380140AC7 0.4800 6/16/2026 96.0953 3,400,000.00 3,399,789.88 3,399,835.96 3,267,240.88HPEFS 1.38% 05/29 40441RAC7 1.3800 5/21/2029 96.1791 3,590,000.00 3,589,706.34 3,589,727.68 3,452,828.61HYUNDAI AUTO 0.38% 01/26 44934KAC8 0.3800 1/15/2026 96.0920 5,410,000.00 5,408,806.01 5,409,081.22 5,198,574.50JPMBB 3.5508% 07/48 46644UAZ1 3.5508 7/15/2048 98.5146 2,624,279.69 2,621,614.41 2,621,649.11 2,585,298.64





JP MORGAN CHASE VAR 12/49 46645UAU1 3.4743 12/15/2049 98.7956 1,858,881.25 1,972,084.20 1,972,084.20 1,836,493.44JOHN DEERE 2.32% 09/26 47787JAC2 2.3200 9/16/2026 97.6002 6,500,000.00 6,498,562.20 6,498,687.48 6,344,012.35JOHN DEERE 0.72% 06/27 47787NAD1 0.7200 6/15/2027 95.8058 1,000,000.00 1,009,570.31 1,007,352.50 958,057.80JOHN DEERE 0.74% 05/28 47789QAD2 0.7400 5/15/2028 92.1234 5,260,000.00 5,259,647.58 5,259,701.34 4,845,690.31MERCEDES-BENZ 0.51% 03/27 58769KAE4 0.5100 3/15/2027 95.2950 3,605,000.00 3,604,480.88 3,604,582.13 3,435,385.83MORGAN 3.345% 12/50 61691NAB1 3.3450 12/15/2050 99.4969 125,606.72 129,372.76 128,845.05 124,974.84PROGRESS 1.052% 04/38 74331FAA9 1.0520 4/17/2038 89.8151 799,292.49 745,215.37 746,547.92 717,885.51SANTANDER 0.33% 03/25 80287EAC9 0.3300 3/17/2025 99.6280 3,746,129.42 3,745,727.09 3,745,841.66 3,732,195.32SOUTHWEST 6.15% 08/22 84474YAA4 6.1500 2/1/2024 100.0003 612,220.68 610,690.14 611,609.27 612,222.52TOYOTA AUTO 0.44% 10/24 89237VAB5 0.4400 10/15/2024 98.4970 1,224,003.10 1,223,908.87 1,223,953.99 1,205,605.97TOYOTA AUTO 3% 05/24 89239AAE3 3.0000 5/15/2024 100.0061 2,600,000.00 2,599,897.04 2,599,964.09 2,600,159.12TOYOTA AUTO 0.26% 05/25 89240BAC2 0.2600 5/15/2025 97.6628 3,754,071.30 3,753,374.54 3,753,615.53 3,666,332.27VERIZON OWNER 0.41% 04/25 92348CAA9 0.4100 4/21/2025 97.9824 3,762,000.00 3,761,389.43 3,761,627.34 3,686,099.39VERIZON MASTER 0.5% 05/27 92348KAA1 0.5000 5/20/2027 94.8379 5,180,000.00 5,179,619.79 5,179,694.59 4,912,604.26VERIZON OWNER 2.33% 12/23 92349GAA9 2.3300 12/20/2023 99.9297 337,807.75 337,961.26 337,871.02 337,570.37VOLKSWAGEN 3.44% 07/25 92868AAC9 3.4400 7/21/2025 99.9117 1,425,000.00 1,424,886.57 1,424,892.07 1,423,741.44VOLKSWAGEN 1.02% 06/26 92868KAC7 1.0200 6/22/2026 96.2113 3,900,000.00 3,899,847.12 3,899,868.45 3,752,240.70VOLKSWAGEN 0.39% 01/24 92868VAC3 0.3900 1/22/2024 99.1462 1,598,758.68 1,598,457.31 1,598,617.17 1,585,107.68WFRBS 2.87% 11/45 92930RBB7 2.8700 11/15/2045 99.8565 946,767.61 974,135.11 972,671.21 945,409.28WFRBS 3.071% 03/45 92937EAZ7 3.0710 3/15/2045 99.5669 2,113,624.88 2,142,424.20 2,141,656.67 2,104,469.93WELLS FARGO 3.54% 05/48 94989JAZ9 3.5400 5/15/2048 98.8783 3,130,000.00 3,255,077.73 3,252,745.36 3,094,891.10WFRBS 3.522% 03/47 96221TAF4 3.5220 3/15/2047 99.5740 359,560.24 379,223.70 375,886.18 358,028.44WORLD OMNI 2.64% 06/25 98162VAE9 2.6400 6/16/2025 99.4422 1,350,000.00 1,349,978.81 1,349,990.63 1,342,469.57WORLD OMNI 0.5% 11/26 98163JAD7 0.5000 11/16/2026 95.6542 5,945,000.00 5,944,060.69 5,944,245.01 5,686,643.97WORLD OMNI 0.3% 01/26 98164EAC9 0.3000 1/15/2026 97.4930 5,000,000.00 4,999,659.50 4,999,762.86 4,874,648.00

210,310,676.23 211,063,641.05 210,948,696.43 204,556,296.44 T-Note

UNITED 0.25% 03/24 91282CBR1 0.2500 3/15/2024 95.7344 515,000.00 513,953.91 513,953.91 493,032.03UNITED 0.25% 05/24 91282CCC3 0.2500 5/15/2024 95.3516 79,670,000.00 79,053,616.17 79,053,616.17 75,966,589.45UNITED 0.625% 10/24 91282CDB4 0.6250 10/15/2024 95.2148 31,880,000.00 30,895,239.76 30,895,239.76 30,354,492.27UNITED STATES 2.5% 04/24 91282CEK3 2.5000 4/30/2024 99.2305 3,975,000.00 3,939,752.93 3,939,752.93 3,944,411.14UNITED 2.75% 04/27 91282CEN7 2.7500 4/30/2027 100.1484 11,045,000.00 10,974,235.16 10,974,235.16 11,061,394.98UNITED 2.75% 05/25 91282CEQ0 2.7500 5/15/2025 99.7188 11,600,000.00 11,455,301.76 11,455,301.76 11,567,375.00UNITED STATES 3% 07/25 91282CEY3 3.0000 7/15/2025 100.5000 24,500,000.00 24,505,742.19 24,505,742.19 24,622,500.00UNITED STATES 2% 05/24 912828XT2 2.0000 5/31/2024 98.3750 130,000.00 130,878.52 130,878.52 127,887.50

163,315,000.00 161,468,720.40 161,468,720.40 158,137,682.37 Totals $736,687,985.04 $744,055,572.91 $740,906,822.32 $719,333,538.47


Account: 3844545200 COMMOFVA STERLING CAP MGT Created: 10-Aug-2022 12:09:56 PM [EDT]



Corporate BondABBVIE INC 3.6% 05/25 00287YAQ2 3.6000 5/14/2025 100.0169 2,500,000.00 2,492,800.00 2,492,842.24 2,500,422.38AMERICAN 3.95% 08/25 025816CY3 3.9500 8/1/2025 100.7092 3,400,000.00 3,396,600.00 3,396,621.56 3,424,112.73ATH 1.716 1.716% 01/25 04685A3F6 1.7160 1/7/2025 93.7073 2,700,000.00 2,526,066.00 2,527,230.72 2,530,096.78BANK OF VAR 10/24 06051GJH3 0.8100 10/24/2024 95.9939 4,300,000.00 4,106,500.00 4,106,500.00 4,127,736.37BANK OF 3.3% 02/24 06367WHH9 3.3000 2/5/2024 99.8611 2,500,000.00 2,498,300.00 2,498,330.20 2,496,526.93BANK OF NOVA 1.45% 01/25 06417XAB7 1.4500 1/10/2025 95.3260 3,000,000.00 2,847,870.00 2,849,554.70 2,859,780.00BP CAPITAL 3.79% 02/24 10373QAD2 3.7900 2/6/2024 100.7174 3,300,000.00 3,323,397.00 3,322,982.20 3,323,673.94CME GROUP INC 3% 03/25 12572QAG0 3.0000 3/15/2025 99.6394 3,300,000.00 3,263,733.00 3,264,145.17 3,288,101.06CATERPILLAR 0.6% 09/24 14913R2P1 0.6000 9/13/2024 94.7089 3,375,000.00 3,175,031.25 3,178,084.17 3,196,425.81CINTAS CORP 3.45% 05/25 17252MAP5 3.4500 5/1/2025 100.2293 3,300,000.00 3,294,456.00 3,294,494.36 3,307,566.44COMCAST CORP 3.7% 04/24 20030NCR0 3.7000 4/15/2024 100.8070 3,300,000.00 3,319,767.00 3,319,609.60 3,326,631.00DAIMLER 1.625% 12/24 233853AD2 1.6250 12/13/2024 94.5742 2,600,000.00 2,455,700.00 2,457,349.10 2,458,929.15DUKE ENERGY 3.75% 04/24 26441CAN5 3.7500 4/15/2024 100.4122 2,500,000.00 2,506,725.00 2,506,650.31 2,510,305.50GOLDMAN SACHS 3.5% 04/25 38141GXJ8 3.5000 4/1/2025 99.4613 3,300,000.00 3,247,068.00 3,247,659.14 3,282,223.56HOME DEPOT 2.7% 04/25 437076CM2 2.7000 4/15/2025 98.7654 3,441,000.00 3,392,137.80 3,392,383.85 3,398,516.00INTERCONTINEN 3.65% 05/25 45866FAT1 3.6500 5/23/2025 100.6690 3,300,000.00 3,306,864.00 3,306,797.70 3,322,077.99JPMORGAN CHASE VAR 12/24 46647PAY2 4.0230 12/5/2024 100.1165 2,809,000.00 2,798,325.80 2,798,325.80 2,812,271.42KEYBANK VAR 06/24 49327M3C6 0.4330 6/14/2024 97.2775 3,400,000.00 3,297,422.00 3,297,422.00 3,307,434.83MITSUBISHI UFJ VAR 09/24 606822BV5 0.8480 9/15/2024 96.4317 3,000,000.00 2,889,510.00 2,889,510.00 2,892,952.08MORGAN STANLEY VAR 04/25 61747YEQ4 3.6200 4/17/2025 99.0860 4,100,000.00 4,044,486.00 4,044,486.00 4,062,525.88NTT FINANCE 4.142% 07/24 62954WAH8 4.1420 7/26/2024 101.0106 2,500,000.00 2,500,000.00 2,500,000.00 2,525,265.85PACCAR 3.15% 06/24 69371RR81 3.1500 6/13/2024 99.7461 2,800,000.00 2,788,100.00 2,788,186.60 2,792,891.78PROTECTIVE 0.781% 07/24 74368CBF0 0.7810 7/5/2024 94.2727 2,581,000.00 2,434,588.39 2,436,492.24 2,433,179.63PUBLIC 2.875% 06/24 744573AN6 2.8750 6/15/2024 98.5992 2,600,000.00 2,553,460.00 2,553,931.45 2,563,579.41ROYAL BANK 2.55% 07/24 78013XZU5 2.5500 7/16/2024 98.0106 3,300,000.00 3,238,323.00 3,239,173.70 3,234,350.82SPECTRA 4.75% 03/24 84756NAD1 4.7500 3/15/2024 101.2779 2,500,000.00 2,525,850.00 2,525,633.50 2,531,947.93SUMITOMO 2.696% 07/24 86562MBM1 2.6960 7/16/2024 97.7258 2,750,000.00 2,670,497.50 2,671,809.82 2,687,459.09TOTALENERGIE 2.434% 01/25 89153VAS8 2.4340 1/10/2025 98.2838 3,300,000.00 3,224,265.00 3,225,770.40 3,243,366.36WYETH LLC 6.45% 02/24 983024AF7 6.4500 2/1/2024 104.7503 3,000,000.00 3,139,770.00 3,138,258.96 3,142,508.25

88,756,000.00 87,257,612.74 87,270,235.49 87,582,858.97 Government Bond

EQUINOR ASA 2.875% 04/25 29446MAD4 2.8750 4/6/2025 99.0020 3,300,000.00 3,232,614.00 3,233,430.00 3,267,065.673,300,000.00 3,232,614.00 3,233,430.00 3,267,065.67

Money MarketINVESCO VAR 12/99 00499KPA5 2.0812 12/31/2099 100.0000 214,722,887.28 214,722,887.28 214,722,887.28 214,722,887.28

214,722,887.28 214,722,887.28 214,722,887.28 214,722,887.28 Mortgage Related

AMERICREDIT 4.38% 04/28 03065WAD7 4.3800 4/18/2028 100.9741 1,989,000.00 2,002,817.11 2,002,777.51 2,008,374.05AVIS BUDGET 4.62% 02/27 05377RFK5 4.6200 2/20/2027 101.3372 3,000,000.00 3,000,117.19 3,000,116.42 3,040,115.70COMM 4.051% 04/47 12591VAE1 4.0510 4/10/2047 99.9147 3,300,000.00 3,283,371.09 3,283,393.17 3,297,185.43COMM 3.796% 08/47 12592GBD4 3.7960 8/10/2047 99.2925 697,000.00 693,052.15 693,053.87 692,068.86FNMA REMICS 4% 07/53 3136AXJT3 4.0000 7/25/2053 100.7063 4,976,003.76 4,991,942.52 4,991,925.60 5,011,151.26FREDDIE MAC VAR 08/23 3137B5KW2 3.4580 8/25/2023 99.9739 1,026,059.69 1,024,616.81 1,024,616.81 1,025,792.09





FORD CREDIT 3.52% 07/30 34532PAA8 3.5200 7/15/2030 99.7529 4,250,000.00 4,230,742.19 4,230,808.29 4,239,496.13GREATAMERICA 0.55% 12/26 39154TBK3 0.5500 12/15/2026 93.4625 1,070,000.00 996,813.67 997,087.63 1,000,048.32JPMBB 3.9342% 09/47 46643ABE2 3.9342 9/15/2047 99.7264 2,650,000.00 2,644,513.67 2,644,516.07 2,642,749.07MORGAN 4.064% 02/47 61690GAF8 4.0640 2/15/2047 99.8260 3,634,904.24 3,625,533.01 3,625,544.45 3,628,578.42SANTANDER 4.14% 02/27 80286FAC7 4.1400 2/16/2027 100.2352 4,340,000.00 4,336,609.38 4,336,631.71 4,350,209.42TOYOTA AUTO 2.56% 11/31 89231XAA9 2.5600 11/25/2031 98.2102 3,500,000.00 3,438,339.84 3,438,412.24 3,437,357.00

34,432,967.69 34,268,468.63 34,268,883.77 34,373,125.75 Totals $341,211,854.97 $339,481,582.65 $339,495,436.54 $339,945,937.67


Account: 3015465000 VA GENERAL/WELLINGTON Created: 5-Aug-2022 04:05:21 PM [EDT]



Corporate BondAT&T INC 4.3% 02/30 00206RGQ9 4.3000 2/15/2030 100.1564 1,950,000.00 2,230,741.65 2,184,011.38 1,953,050.33AT&T INC 4.35% 03/29 00206RHJ4 4.3500 3/1/2029 100.8720 215,000.00 213,942.20 214,308.06 216,874.80AT&T INC 2.95% 07/26 00206RHV7 2.9500 7/15/2026 97.0839 145,000.00 139,094.10 141,714.90 140,771.62AT&T INC 2.75% 06/31 00206RJY9 2.7500 6/1/2031 89.6970 4,110,000.00 3,931,514.80 3,925,277.45 3,686,546.70ABBVIE INC 4.25% 11/28 00287YBF5 4.2500 11/14/2028 101.9918 3,690,000.00 4,069,513.85 3,989,971.02 3,763,496.39AIR PRODUCTS 1.85% 05/27 009158AY2 1.8500 5/15/2027 93.5980 275,000.00 268,694.45 268,870.29 257,394.46ALTRIA GROUP 3.4% 05/30 02209SBJ1 3.4000 5/6/2030 87.5152 210,000.00 178,287.90 178,488.06 183,781.93AMAZON.COM 3.6% 04/32 023135CH7 3.6000 4/13/2032 101.2391 5,070,000.00 4,988,808.10 4,989,649.86 5,132,823.28AMEREN 3.25% 03/25 02361DAP5 3.2500 3/1/2025 99.7358 840,000.00 838,080.70 838,398.72 837,780.68AMERICAN 1% 11/25 025537AR2 1.0000 11/1/2025 90.8813 3,795,000.00 3,758,098.30 3,765,757.38 3,448,945.94AMERICAN 4.2% 11/25 025816CA5 4.2000 11/6/2025 101.9714 1,400,000.00 1,556,659.45 1,516,925.67 1,427,599.26AMERICAN 2.55% 03/27 025816CS6 2.5500 3/4/2027 95.5537 2,075,000.00 2,020,331.15 2,021,431.31 1,982,739.79AMGEN INC 2.2% 02/27 031162CT5 2.2000 2/21/2027 94.8728 2,075,000.00 2,105,820.90 2,088,527.98 1,968,610.83ELEVANCE 3.65% 12/27 036752AB9 3.6500 12/1/2027 100.3564 175,000.00 173,407.64 174,057.94 175,623.74ELEVANCE 2.875% 09/29 036752AL7 2.8750 9/15/2029 93.0329 3,095,000.00 3,111,487.70 3,097,458.92 2,879,367.11ELEVANCE 1.5% 03/26 036752AR4 1.5000 3/15/2026 93.1975 295,000.00 294,224.15 294,440.22 274,932.62AON CORP / 2.85% 05/27 03740LAD4 2.8500 5/28/2027 95.6872 440,000.00 439,753.60 439,774.27 421,023.47APPALACHIAN 3.3% 06/27 037735CW5 3.3000 6/1/2027 97.5240 1,585,000.00 1,547,930.95 1,547,936.21 1,545,755.99APPLE INC 1.4% 08/28 037833EH9 1.4000 8/5/2028 90.2613 3,205,000.00 2,922,265.65 2,928,500.67 2,892,875.82ARCHER-DANIELS 2.9% 03/32 039482AD6 2.9000 3/1/2032 94.1888 1,365,000.00 1,329,706.15 1,330,097.58 1,285,677.61ASTRAZENECA 1.75% 05/28 04636NAE3 1.7500 5/28/2028 91.6808 1,985,000.00 1,922,454.85 1,923,841.55 1,819,864.36ATHENE 2.717% 01/29 04685A3G4 2.7170 1/7/2029 87.0288 4,440,000.00 4,170,240.00 4,173,750.75 3,864,078.01AUTOZONE INC 4.75% 08/32 053332BB7 4.7500 8/1/2032 103.1378 585,000.00 584,444.25 584,446.20 603,356.00AVALONBAY 1.9% 12/28 053484AC5 1.9000 12/1/2028 89.0861 3,085,000.00 2,977,700.00 2,979,735.07 2,748,305.97BAT CAPITAL 3.557% 08/27 05526DBB0 3.5570 8/15/2027 93.5550 2,035,000.00 2,146,683.70 2,133,173.20 1,903,845.19BAT CAPITAL 2.259% 03/28 05526DBR5 2.2590 3/25/2028 85.7070 2,340,000.00 2,037,714.50 2,042,331.78 2,005,544.46BAT CAPITAL 4.742% 03/32 05526DBW4 4.7420 3/16/2032 91.6197 1,250,000.00 1,250,000.00 1,250,000.00 1,145,246.64BAT 1.668% 03/26 05530QAN0 1.6680 3/25/2026 90.3969 490,000.00 490,000.00 490,000.00 442,944.67TRUIST 2.5% 08/24 05531FBH5 2.5000 8/1/2024 98.1539 4,985,000.00 4,990,446.67 4,973,983.61 4,892,972.06BANCO 3.892% 05/24 05971KAM1 3.8920 5/24/2024 100.3060 1,800,000.00 1,800,000.00 1,800,000.00 1,805,507.51BANK OF VAR 04/28 06051GGL7 3.7050 4/24/2028 97.3981 740,000.00 725,474.38 731,512.89 720,746.25BANK OF VAR 07/24 06051GHL6 3.8640 7/23/2024 99.7533 1,784,000.00 1,845,752.60 1,813,237.39 1,779,598.76BANK OF VAR 07/30 06051GHV4 3.1940 7/23/2030 92.1455 3,035,000.00 3,189,736.55 3,164,077.14 2,796,616.77BANK OF VAR 07/31 06051GJF7 1.8980 7/23/2031 82.6806 525,000.00 525,000.00 525,000.00 434,072.97BANK OF VAR 10/31 06051GJL4 1.9220 10/24/2031 82.3967 225,000.00 185,430.85 186,613.74 185,392.56BANK OF VAR 03/32 06051GJP5 2.6510 3/11/2032 86.8709 5,435,000.00 4,716,746.45 4,722,562.53 4,721,431.68BANK OF VAR 03/27 06051GJQ3 1.6580 3/11/2027 91.3922 10,020,000.00 9,284,588.60 9,312,342.82 9,157,501.65BANK OF VAR 07/27 06051GJS9 1.7340 7/22/2027 90.7160 2,195,000.00 2,185,133.59 2,186,373.24 1,991,216.20BANK OF VAR 06/29 06051GJZ3 2.0870 6/14/2029 88.3258 820,000.00 820,000.00 820,000.00 724,271.31BANK OF VAR 07/32 06051GKA6 2.2990 7/21/2032 83.9641 4,765,000.00 4,386,033.25 4,394,377.57 4,000,891.46BANK OF VAR 10/32 06051GKD0 2.5720 10/20/2032 85.7202 1,275,000.00 1,279,223.70 1,278,966.12 1,092,932.79BANK OF 2.65% 03/27 06368FAJ8 2.6500 3/8/2027 94.8555 2,520,000.00 2,514,733.20 2,515,168.07 2,390,357.52BANK OF NEW 1.95% 08/22 06406RAK3 1.9500 8/23/2022 99.9607 135,000.00 134,956.80 134,999.23 134,946.98





BANK OF NEW 2.1% 10/24 06406RAL1 2.1000 10/24/2024 97.5088 5,945,000.00 6,024,200.15 5,984,650.05 5,796,897.03BANK OF NOVA 1.95% 02/27 06417XAD3 1.9500 2/2/2027 92.0026 3,215,000.00 3,134,665.90 3,136,295.54 2,957,882.53BANK OF 2.951% 03/27 06418BAE8 2.9510 3/11/2027 96.2341 2,520,000.00 2,520,000.00 2,520,000.00 2,425,099.02BAXTER 2.6% 08/26 071813BQ1 2.6000 8/15/2026 95.4630 2,450,000.00 2,518,105.35 2,492,091.10 2,338,843.50BLACKROCK INC 1.9% 01/31 09247XAR2 1.9000 1/28/2031 86.2474 1,320,000.00 1,315,445.40 1,316,393.23 1,138,466.13BLACKROCK INC 2.1% 02/32 09247XAS0 2.1000 2/25/2032 86.6298 1,050,000.00 938,768.75 939,991.32 909,613.09BNP PARIBAS SA VAR 01/28 09659W2T0 2.5910 1/20/2028 90.9607 2,375,000.00 2,314,754.00 2,315,703.76 2,160,315.98BOSTON GAS 3.757% 03/32 100743AM5 3.7570 3/16/2032 95.0330 465,000.00 456,500.40 456,577.20 441,903.48BOSTON 1.9% 06/25 101137AZ0 1.9000 6/1/2025 95.3406 1,665,000.00 1,710,249.55 1,694,730.38 1,587,421.54BP CAPITAL 3.79% 02/24 10373QAD2 3.7900 2/6/2024 100.7174 896,000.00 948,953.64 917,619.85 902,427.83BP CAPITAL 3.633% 04/30 10373QBL3 3.6330 4/6/2030 98.3587 2,960,000.00 2,968,564.79 2,961,276.62 2,911,417.52BP CAPITAL 2.721% 01/32 10373QBT6 2.7210 1/12/2032 91.2575 1,930,000.00 1,930,000.00 1,930,000.00 1,761,270.19BRIGHTHOUSE 1.55% 05/26 10921U2C1 1.5500 5/24/2026 90.2390 3,165,000.00 2,835,333.60 2,842,741.92 2,856,065.55BRIGHTHOUSE 1.2% 12/23 10921U2G2 1.2000 12/15/2023 96.5090 1,940,000.00 1,939,049.40 1,939,353.84 1,872,274.44BRIGHTHOUSE 1.75% 01/25 10921U2H0 1.7500 1/13/2025 93.8460 1,555,000.00 1,553,009.60 1,553,382.72 1,459,305.36BRISTOL-MYER 1.125% 11/27 110122DP0 1.1250 11/13/2027 90.3676 2,965,000.00 2,952,804.50 2,953,530.53 2,679,398.63BRISTOL-MYERS 1.45% 11/30 110122DQ8 1.4500 11/13/2030 85.8115 1,025,000.00 874,850.90 877,243.02 879,568.17BROOKFIELD 3.9% 01/28 11271LAC6 3.9000 1/25/2028 97.3091 2,280,000.00 2,442,655.20 2,429,243.40 2,218,646.34BURLINGTON 3.4% 09/24 12189LAT8 3.4000 9/1/2024 100.8112 1,015,000.00 1,056,200.40 1,047,307.45 1,023,233.42BURLINGTON 3% 04/25 12189LAV3 3.0000 4/1/2025 99.6838 1,638,000.00 1,714,042.82 1,680,306.78 1,632,820.64CIGNA 3.05% 10/27 125509BV0 3.0500 10/15/2027 96.3833 555,000.00 511,097.32 529,697.65 534,927.39CIGNA CORP 4.125% 11/25 125523AG5 4.1250 11/15/2025 101.4652 1,755,000.00 1,925,013.30 1,873,345.15 1,780,713.56CIGNA CORP 3.05% 10/27 125523AZ3 3.0500 10/15/2027 96.3833 1,460,000.00 1,462,020.30 1,454,088.34 1,407,196.37CSL FINANCE 3.85% 04/27 12661PAA7 3.8500 4/27/2027 100.6175 315,000.00 314,688.15 314,705.66 316,945.16CSL FINANCE 4.05% 04/29 12661PAB5 4.0500 4/27/2029 100.7043 360,000.00 357,388.15 357,433.50 362,535.32CVS HEALTH 2.875% 06/26 126650CU2 2.8750 6/1/2026 97.9879 1,680,000.00 1,708,069.35 1,714,883.55 1,646,197.19CVS HEALTH 3.75% 04/30 126650DJ6 3.7500 4/1/2030 97.3920 1,200,000.00 1,195,085.77 1,191,114.38 1,168,704.37CANADIAN 1.75% 12/26 13645RBE3 1.7500 12/2/2026 92.9208 1,960,000.00 1,959,143.70 1,959,271.08 1,821,247.86CAPITAL ONE VAR 11/27 14040HCH6 1.8780 11/2/2027 89.2396 2,600,000.00 2,600,000.00 2,600,000.00 2,320,229.29CAPITAL ONE VAR 05/33 14040HCT0 5.2680 5/10/2033 101.7272 1,105,000.00 1,100,405.80 1,100,442.92 1,124,085.25CAPITAL ONE VAR 07/30 14040HCV5 5.2470 7/26/2030 101.3175 2,265,000.00 2,265,000.00 2,265,000.00 2,294,841.78CATERPILLAR 2.6% 04/30 149123CH2 2.6000 4/9/2030 94.1151 1,000,000.00 997,715.47 992,836.91 941,151.20CATERPILLAR 2.55% 11/22 14913Q2E8 2.5500 11/29/2022 100.1723 1,335,000.00 1,373,997.00 1,341,770.85 1,337,300.49CHEVRON 1.995% 05/27 166764BX7 1.9950 5/11/2027 95.0735 3,401,000.00 3,349,323.29 3,346,957.66 3,233,450.55CITIGROUP INC 3.2% 10/26 172967KY6 3.2000 10/21/2026 97.7521 3,730,000.00 3,607,820.90 3,610,895.28 3,646,154.90CITIGROUP INC VAR 04/25 172967MF5 3.3520 4/24/2025 98.8189 1,595,000.00 1,595,000.00 1,595,000.00 1,576,161.30CITIGROUP INC VAR 05/25 172967MX6 0.9810 5/1/2025 94.6786 4,100,000.00 4,108,446.05 4,105,978.23 3,881,822.85CITIGROUP INC VAR 06/27 172967NA5 1.4620 6/9/2027 90.0289 2,760,000.00 2,733,831.65 2,737,200.97 2,484,798.85CITIGROUP INC VAR 11/25 172967ND9 1.2810 11/3/2025 93.8752 725,000.00 725,000.00 725,000.00 680,594.98CLOROX CO/THE 4.4% 05/29 189054AY5 4.4000 5/1/2029 102.8966 1,485,000.00 1,480,347.55 1,480,520.03 1,528,015.01COCA-COLA 1.45% 06/27 191216CU2 1.4500 6/1/2027 93.2058 5,095,000.00 4,949,805.80 4,955,051.17 4,748,836.02COMCAST 3.375% 08/25 20030NBN0 3.3750 8/15/2025 100.0764 355,000.00 341,328.57 349,164.32 355,271.12COMCAST CORP 3.15% 03/26 20030NBS9 3.1500 3/1/2026 99.4150 7,450,000.00 7,797,610.85 7,679,583.77 7,406,417.50COMCAST CORP 3.95% 10/25 20030NCS8 3.9500 10/15/2025 101.6800 1,180,000.00 1,272,579.85 1,256,800.03 1,199,824.28





COMMONSPIRIT 2.76% 10/24 20268JAA1 2.7600 10/1/2024 97.5243 165,000.00 165,000.00 165,000.00 160,915.05COMMONSPIRIT 3.347% 10/29 20268JAB9 3.3470 10/1/2029 92.7349 1,315,000.00 1,355,720.40 1,350,119.03 1,219,463.88COMMONWEALTH 2.55% 06/26 202795JH4 2.5500 6/15/2026 97.3142 1,355,000.00 1,412,094.60 1,402,701.29 1,318,606.87COMMONWEALTH 3.7% 08/28 202795JN1 3.7000 8/15/2028 100.0673 852,000.00 898,297.85 886,105.15 852,573.49JOHN DEERE 2.15% 09/22 24422ETV1 2.1500 9/8/2022 99.8991 2,930,000.00 2,971,993.30 2,933,742.81 2,927,044.57JOHN DEERE 1.2% 04/23 24422EVE6 1.2000 4/6/2023 98.5721 505,000.00 508,580.65 506,813.75 497,789.23JOHN DEERE 1.75% 03/27 24422EVF3 1.7500 3/9/2027 93.4699 1,409,000.00 1,356,822.30 1,354,802.36 1,316,990.99JOHN DEERE 3.4% 06/25 24422EWF2 3.4000 6/6/2025 100.6115 1,685,000.00 1,684,612.45 1,684,633.45 1,695,303.84DEUTSCHE 0.898% 05/24 251526CJ6 0.8980 5/28/2024 94.6248 2,380,000.00 2,338,061.50 2,341,490.85 2,252,069.72DIAGEO 1.375% 09/25 25243YBC2 1.3750 9/29/2025 94.1266 8,555,000.00 8,470,057.60 8,457,620.38 8,052,530.12WALT DISNEY 1.75% 01/26 254687FV3 1.7500 1/13/2026 95.0727 2,685,000.00 2,684,936.49 2,673,538.31 2,552,701.40EASTERN ENERGY 3% 11/29 257375AP0 3.0000 11/15/2029 89.2925 1,185,000.00 1,230,414.60 1,221,731.54 1,058,116.53DUKE ENERGY 2.55% 06/31 26441CBL8 2.5500 6/15/2031 87.4207 2,380,000.00 2,156,351.40 2,164,978.20 2,080,612.40DUKE ENERGY 2.55% 04/31 26442CBB9 2.5500 4/15/2031 90.9633 1,240,000.00 1,245,682.30 1,245,345.69 1,127,945.38DUKE ENERGY 3.4% 04/32 26442UAN4 3.4000 4/1/2032 96.8927 2,030,000.00 1,937,065.30 1,937,951.96 1,966,921.28EQUIFAX INC 2.6% 12/25 294429AR6 2.6000 12/15/2025 94.9674 3,956,000.00 4,059,912.90 4,019,658.22 3,756,911.06EQUINIX INC 1.45% 05/26 29444UBQ8 1.4500 5/15/2026 91.0627 2,800,000.00 2,707,348.30 2,711,387.40 2,549,754.62EQUITABLE 1.8% 03/28 29449WAF4 1.8000 3/8/2028 88.4419 2,450,000.00 2,122,655.50 2,127,696.46 2,166,826.77EQUITABLE 1.3% 07/26 29449W7M3 1.3000 7/12/2026 90.2353 4,915,000.00 4,460,254.40 4,490,190.33 4,435,065.00EVERGY INC 2.45% 09/24 30034WAA4 2.4500 9/15/2024 97.0652 145,000.00 144,747.70 144,895.24 140,744.61EVERGY INC 2.9% 09/29 30034WAB2 2.9000 9/15/2029 90.4908 245,000.00 249,842.72 248,913.95 221,702.37EVERGY METRO 2.25% 06/30 30037DAA3 2.2500 6/1/2030 88.9842 1,014,000.00 974,618.24 974,469.36 902,299.39EXELON CORP 4.05% 04/30 30161NAX9 4.0500 4/15/2030 99.1555 1,725,000.00 1,728,001.35 1,725,383.64 1,710,432.24EXELON CORP 3.35% 03/32 30161NBC4 3.3500 3/15/2032 93.7568 510,000.00 509,653.20 509,666.88 478,159.90EXXON MOBIL 3.043% 03/26 30231GAT9 3.0430 3/1/2026 99.7248 1,290,000.00 1,382,802.95 1,354,948.74 1,286,449.34EXXON MOBIL 3.482% 03/30 30231GBK7 3.4820 3/19/2030 99.1379 2,180,000.00 2,201,971.55 2,198,234.35 2,161,207.03FEDERAL HOME 2.75% 03/26 3130AAUF3 2.7500 3/13/2026 99.6895 700,000.00 683,788.00 692,390.20 697,826.75FEDERAL 1.875% 09/26 3135G0Q22 1.8750 9/24/2026 96.3323 1,100,000.00 1,004,421.00 1,051,830.57 1,059,655.22FEDERAL 6.625% 11/30 31359MGK3 6.6250 11/15/2030 126.5994 1,100,000.00 1,475,452.00 1,351,579.72 1,392,593.54FIFTH THIRD 2.375% 01/25 316773CY4 2.3750 1/28/2025 96.8153 1,870,000.00 1,953,184.05 1,926,355.71 1,810,445.23FIFTH THIRD VAR 11/27 316773DD9 1.7070 11/1/2027 91.0676 2,600,000.00 2,600,000.00 2,600,000.00 2,367,757.52FISERV INC 3.5% 07/29 337738AU2 3.5000 7/1/2029 94.7879 2,670,000.00 2,781,589.40 2,752,088.90 2,530,835.97FORTIVE CORP 3.15% 06/26 34959JAG3 3.1500 6/15/2026 97.5404 1,065,000.00 1,102,553.00 1,090,060.86 1,038,804.81GENERAL 3.45% 05/27 369604BV4 3.4500 5/1/2027 97.6375 325,000.00 345,084.20 342,448.66 317,321.94GEORGIA 3.25% 03/27 373334KH3 3.2500 3/30/2027 97.0641 211,000.00 225,141.22 220,538.02 204,805.26GEORGIA 2.65% 09/29 373334KL4 2.6500 9/15/2029 90.5835 2,675,000.00 2,427,411.50 2,426,864.74 2,423,108.54GEORGIA POWER 4.7% 05/32 373334KQ3 4.7000 5/15/2032 103.9288 1,355,000.00 1,350,691.10 1,350,798.48 1,408,235.33GILEAD 1.2% 10/27 375558BX0 1.2000 10/1/2027 88.6990 1,015,000.00 995,895.50 998,143.61 900,295.25GLAXOSMITHKL 3.375% 05/23 377372AL1 3.3750 5/15/2023 100.1739 1,130,000.00 1,183,167.70 1,144,193.59 1,131,965.24GLAXOSMITHKL 3.625% 05/25 377372AM9 3.6250 5/15/2025 101.3313 5,525,000.00 5,886,059.65 5,784,446.75 5,598,555.15GOLDMAN SACHS VAR 09/25 38141GWQ3 3.2720 9/29/2025 98.0493 260,000.00 248,625.00 254,617.76 254,928.26GOLDMAN SACHS VAR 01/32 38141GXR0 1.9920 1/27/2032 82.3667 260,000.00 260,000.00 260,000.00 214,153.36GOLDMAN SACHS VAR 02/26 38141GXS8 0.8550 2/12/2026 91.8061 6,000,000.00 5,690,894.45 5,719,173.35 5,508,368.28GOLDMAN SACHS VAR 04/32 38141GYB4 2.6150 4/22/2032 86.2519 1,960,000.00 1,960,000.00 1,960,000.00 1,690,536.97





GOLDMAN SACHS VAR 07/32 38141GYJ7 2.3830 7/21/2032 84.3647 6,730,000.00 5,692,049.50 5,701,089.82 5,677,745.66GOLDMAN SACHS VAR 10/24 38141GYL2 0.9250 10/21/2024 96.0911 875,000.00 875,000.00 875,000.00 840,797.48GOLDMAN SACHS VAR 10/27 38141GYM0 1.9480 10/21/2027 91.2600 2,090,000.00 2,086,300.70 2,086,748.57 1,907,334.23GOLDMAN SACHS VAR 10/32 38141GYN8 2.6500 10/21/2032 86.0551 185,000.00 185,000.00 185,000.00 159,201.91GOLDMAN SACHS VAR 02/28 38141GZK3 2.6400 2/24/2028 93.1895 3,090,000.00 3,090,000.00 3,090,000.00 2,879,554.22GOLDMAN SACHS VAR 03/28 38141GZR8 3.6150 3/15/2028 97.1414 3,985,000.00 3,985,000.00 3,985,000.00 3,871,085.59GOLDMAN SACHS 3.5% 11/26 38145GAH3 3.5000 11/16/2026 97.9129 4,170,000.00 3,985,731.50 4,011,612.63 4,082,967.76GOLDMAN 3.75% 05/25 38148LAE6 3.7500 5/22/2025 99.9460 5,510,000.00 5,924,317.99 5,820,509.01 5,507,025.59HSBC HOLDINGS 4.3% 03/26 404280AW9 4.3000 3/8/2026 100.5752 4,415,000.00 4,525,668.62 4,497,782.62 4,440,397.20HSBC HOLDINGS VAR 06/29 404280BT5 4.5830 6/19/2029 97.6786 1,200,000.00 1,413,930.36 1,374,953.78 1,172,142.71HSBC HOLDINGS VAR 05/27 404280CM9 1.5890 5/24/2027 89.1279 780,000.00 780,000.00 780,000.00 695,197.57HSBC HOLDINGS VAR 05/25 404280CS6 0.9760 5/24/2025 93.5801 400,000.00 400,000.00 400,000.00 374,320.33HSBC HOLDINGS VAR 11/24 404280CW7 1.1620 11/22/2024 95.8445 2,115,000.00 2,115,000.00 2,115,000.00 2,027,110.37HSBC HOLDINGS VAR 03/26 404280DA4 2.9990 3/10/2026 96.2496 7,540,000.00 7,453,930.25 7,461,662.65 7,257,220.90HSBC HOLDINGS VAR 03/33 404280DC0 4.7620 3/29/2033 94.9462 3,710,000.00 3,535,372.00 3,536,576.88 3,522,504.95WELLTOWER INC 4% 06/25 42217KBF2 4.0000 6/1/2025 99.9108 1,605,000.00 1,737,002.85 1,699,290.36 1,603,567.60HOME DEPOT 2.7% 04/23 437076AZ5 2.7000 4/1/2023 99.6629 3,700,000.00 3,798,418.00 3,739,070.10 3,687,525.64HUMANA INC 3.7% 03/29 444859BT8 3.7000 3/23/2029 98.1043 300,000.00 284,691.00 284,890.36 294,312.85HUNTINGTON VAR 05/25 44644MAD3 4.0080 5/16/2025 100.1152 1,575,000.00 1,575,000.00 1,575,000.00 1,576,813.85INTERCONTINENTAL 4% 09/27 45866FAU8 4.0000 9/15/2027 100.6692 1,150,000.00 1,146,952.50 1,147,062.40 1,157,696.15INTERCONTINENT 4.6% 03/33 45866FAW4 4.6000 3/15/2033 103.2111 435,000.00 433,611.70 433,623.86 448,968.42INTERNATIONAL 3% 05/24 459200JY8 3.0000 5/15/2024 99.4068 1,055,000.00 1,064,892.90 1,062,337.39 1,048,742.19INTERNATIONAL 2.2% 02/27 459200KM2 2.2000 2/9/2027 94.2584 2,550,000.00 2,549,643.00 2,549,677.66 2,403,587.95INTERNATIONAL 4.15% 07/27 459200KT7 4.1500 7/27/2027 102.2946 2,960,000.00 2,956,152.00 2,956,177.20 3,027,919.80INTERNATIONAL 2.3% 11/30 459506AQ4 2.3000 11/1/2030 85.7943 1,480,000.00 1,306,049.25 1,311,617.46 1,269,755.49JPMORGAN CHASE VAR 03/25 46647PAH9 3.2200 3/1/2025 98.5506 475,000.00 475,000.00 475,000.00 468,115.37JPMORGAN CHASE VAR 07/24 46647PAU0 3.7970 7/23/2024 99.7940 5,180,000.00 5,421,010.80 5,286,491.92 5,169,330.86JPMORGAN CHASE VAR 01/27 46647PBA3 3.9600 1/29/2027 98.8923 4,590,000.00 4,970,219.40 4,895,141.07 4,539,158.27JPMORGAN CHASE VAR 03/31 46647PBJ4 4.4930 3/24/2031 100.5855 895,000.00 895,000.00 895,000.00 900,240.05JPMORGAN CHASE VAR 04/31 46647PBL9 2.5220 4/22/2031 87.7461 3,595,000.00 3,418,439.35 3,425,361.43 3,154,473.52JPMORGAN CHASE VAR 05/31 46647PBP0 2.9560 5/13/2031 89.3920 4,730,000.00 4,496,565.15 4,484,934.72 4,228,240.18JPMORGAN CHASE VAR 09/27 46647PCP9 1.4700 9/22/2027 89.4057 2,125,000.00 2,082,776.25 2,087,945.51 1,899,871.19JPMORGAN CHASE VAR 04/26 46647PCZ7 4.0800 4/26/2026 99.9202 4,380,000.00 4,358,941.90 4,359,335.80 4,376,503.23JPMORGAN CHASE VAR 04/28 46647PDA1 4.3230 4/26/2028 100.4129 1,425,000.00 1,425,000.00 1,425,000.00 1,430,883.17JPMORGAN CHASE VAR 06/30 46647PDF0 4.5650 6/14/2030 100.5509 1,210,000.00 1,210,000.00 1,210,000.00 1,216,665.72JPMORGAN CHASE VAR 07/28 46647PDG8 4.8510 7/25/2028 102.6276 1,880,000.00 1,880,000.00 1,880,000.00 1,929,398.64JPMORGAN CHASE VAR 07/33 46647PDH6 4.9120 7/25/2033 104.2708 400,000.00 400,000.00 400,000.00 417,083.18L3HARRIS 2.9% 12/29 502431AF6 2.9000 12/15/2029 91.6989 2,800,000.00 2,809,080.75 2,795,025.39 2,567,569.96LYB 1.25% 10/25 50249AAF0 1.2500 10/1/2025 91.6991 3,764,000.00 3,677,885.97 3,678,716.77 3,451,554.80LOWE'S COS 1.3% 04/28 548661DX2 1.3000 4/15/2028 87.2382 1,270,000.00 1,180,891.25 1,183,130.23 1,107,925.61LOWE'S COS 3.35% 04/27 548661EG8 3.3500 4/1/2027 99.2764 495,000.00 494,633.70 494,660.10 491,418.24MPLX LP 4% 03/28 55336VAR1 4.0000 3/15/2028 97.4870 2,090,000.00 2,067,624.60 2,057,852.29 2,037,477.46MPLX LP 2.65% 08/30 55336VBQ2 2.6500 8/15/2030 86.5645 1,965,000.00 1,682,625.50 1,683,297.15 1,700,993.17MPLX LP 1.75% 03/26 55336VBR0 1.7500 3/1/2026 91.9488 925,000.00 919,521.40 920,580.65 850,526.60





MARATHON 4.7% 05/25 56585ABH4 4.7000 5/1/2025 101.9711 2,035,000.00 2,191,151.55 2,151,444.84 2,075,112.82MARSH & 3.875% 03/24 571748BF8 3.8750 3/15/2024 100.5441 3,090,000.00 3,250,160.90 3,182,208.62 3,106,812.88MERCK & CO 2.9% 03/24 58933YAU9 2.9000 3/7/2024 99.7033 1,650,000.00 1,686,169.30 1,672,564.66 1,645,104.14METLIFE INC 4.368% 09/23 59156RBB3 4.3680 9/15/2023 101.2251 2,490,000.00 2,666,579.35 2,575,289.65 2,520,505.14METROPOLITAN 1.875% 01/27 59217GER6 1.8750 1/11/2027 92.2401 3,970,000.00 3,857,090.20 3,859,572.36 3,661,931.77MICROSOFT 2.65% 11/22 594918BH6 2.6500 11/3/2022 99.9574 1,935,000.00 1,993,038.61 1,940,810.61 1,934,176.41MICROSOFT 2.4% 08/26 594918BR4 2.4000 8/8/2026 98.0454 2,495,000.00 2,546,606.55 2,538,240.60 2,446,232.83MONDELEZ 2.625% 03/27 609207BA2 2.6250 3/17/2027 95.3681 1,525,000.00 1,521,096.00 1,521,416.12 1,454,362.84MORGAN STANLEY VAR 01/30 6174468G7 4.4310 1/23/2030 100.1943 1,130,000.00 1,251,842.80 1,220,087.70 1,132,196.11MORGAN STANLEY VAR 07/25 6174468J1 2.7200 7/22/2025 97.3498 2,345,000.00 2,383,854.60 2,366,106.41 2,282,853.61MORGAN STANLEY VAR 04/32 6174468X0 1.9280 4/28/2032 82.3544 1,170,000.00 1,170,000.00 1,170,000.00 963,546.42MORGAN STANLEY VAR 05/25 61747YEA9 0.7900 5/30/2025 93.9102 1,440,000.00 1,440,000.00 1,440,000.00 1,352,307.31MORGAN STANLEY VAR 07/27 61747YEC5 1.5120 7/20/2027 90.3033 2,115,000.00 2,079,742.95 2,084,191.71 1,909,913.95MORGAN STANLEY VAR 07/32 61747YED3 2.2390 7/21/2032 84.3535 5,955,000.00 5,184,200.00 5,190,913.60 5,023,249.97MORGAN STANLEY VAR 10/25 61747YEG6 1.1640 10/21/2025 93.3838 650,000.00 650,000.00 650,000.00 606,994.43MORGAN STANLEY VAR 10/32 61747YEH4 2.5110 10/20/2032 85.7998 415,000.00 401,844.00 402,374.66 356,069.10MORGAN STANLEY VAR 04/28 61747YER2 4.2100 4/20/2028 100.0162 1,545,000.00 1,545,000.00 1,545,000.00 1,545,249.97MORGAN STANLEY VAR 07/33 61747YEU5 4.8890 7/20/2033 103.9930 240,000.00 240,000.00 240,000.00 249,583.17MORGAN 3.125% 07/26 61761J3R8 3.1250 7/27/2026 97.8449 10,395,000.00 10,479,412.50 10,428,365.53 10,170,975.69MORGAN STANLEY VAR 05/27 61772BAB9 1.5930 5/4/2027 91.0740 825,000.00 825,000.00 825,000.00 751,360.50NATIONAL 1.875% 02/25 63743HFC1 1.8750 2/7/2025 96.6996 1,680,000.00 1,679,949.60 1,679,957.90 1,624,552.46NATIONAL 3.7% 03/29 637432NS0 3.7000 3/15/2029 97.8535 840,000.00 887,855.55 877,638.93 821,969.45NEVADA POWER 2.4% 05/30 641423CD8 2.4000 5/1/2030 89.7625 746,000.00 759,684.44 756,659.11 669,628.29NEXTERA 4.625% 07/27 65339KCH1 4.6250 7/15/2027 103.7573 2,305,000.00 2,312,723.05 2,312,591.89 2,391,606.80NISOURCE INC 3.6% 05/30 65473PAJ4 3.6000 5/1/2030 95.1499 3,153,000.00 3,216,412.09 3,201,160.61 3,000,076.85NISOURCE INC 3.49% 05/27 65473QBE2 3.4900 5/15/2027 98.2590 1,520,000.00 1,634,555.60 1,606,333.45 1,493,536.42NVIDIA CORP 2.85% 04/30 67066GAF1 2.8500 4/1/2030 95.4167 2,103,000.00 2,025,954.75 2,021,613.50 2,006,613.43NVIDIA CORP 1.55% 06/28 67066GAM6 1.5500 6/15/2028 90.7150 2,180,000.00 2,165,112.60 2,166,880.25 1,977,587.17NVIDIA CORP 2% 06/31 67066GAN4 2.0000 6/15/2031 89.0612 1,320,000.00 1,316,981.25 1,317,322.42 1,175,607.38O'REILLY 4.7% 06/32 67103HAL1 4.7000 6/15/2032 102.9262 2,740,000.00 2,732,190.20 2,732,291.92 2,820,178.70ONEOK INC 4.55% 07/28 682680AU7 4.5500 7/15/2028 98.7702 940,000.00 938,109.95 937,457.21 928,439.51ONEOK INC 3.4% 09/29 682680AY9 3.4000 9/1/2029 90.8747 1,255,000.00 1,158,309.50 1,161,802.47 1,140,477.27ORACLE CORP 2.95% 04/30 68389XBV6 2.9500 4/1/2030 88.3532 1,800,000.00 1,851,092.40 1,847,051.59 1,590,356.99ORACLE CORP 2.3% 03/28 68389XCD5 2.3000 3/25/2028 89.7747 2,730,000.00 2,596,254.00 2,598,241.91 2,450,848.71ORACLE CORP 2.875% 03/31 68389XCE3 2.8750 3/25/2031 86.1826 4,220,000.00 3,927,913.67 3,924,729.53 3,636,905.85OTIS 2.565% 02/30 68902VAK3 2.5650 2/15/2030 89.4477 3,245,000.00 2,840,187.90 2,847,138.00 2,902,579.03PNC 3.45% 04/29 693475AW5 3.4500 4/23/2029 95.9429 1,355,000.00 1,279,891.35 1,280,949.50 1,300,026.17PNC FINANCIAL 2.2% 11/24 693475AY1 2.2000 11/1/2024 97.2777 3,690,000.00 3,886,607.30 3,815,822.10 3,589,547.31PNC BANK NA 3.8% 07/23 69349LAM0 3.8000 7/25/2023 100.5428 2,045,000.00 2,137,466.20 2,070,865.57 2,056,100.96PNC BANK NA 2.95% 02/25 69353REK0 2.9500 2/23/2025 98.2658 3,000,000.00 3,149,850.00 3,121,882.80 2,947,972.50PACIFICORP 3.5% 06/29 695114CU0 3.5000 6/15/2029 97.5319 1,820,000.00 1,757,431.00 1,758,544.03 1,775,080.13PACIFICORP 2.7% 09/30 695114CW6 2.7000 9/15/2030 91.5498 1,020,000.00 1,058,556.00 1,055,659.30 933,807.80PARKER-HANNIF 4.25% 09/27 701094AR5 4.2500 9/15/2027 102.2075 645,000.00 643,632.60 643,672.36 659,238.27PARKER-HANNIFI 4.5% 09/29 701094AS3 4.5000 9/15/2029 102.4953 865,000.00 862,589.50 862,628.95 886,584.53





PENSKE TRUCK 4.4% 07/27 709599BN3 4.4000 7/1/2027 100.0464 1,230,000.00 1,221,311.65 1,221,500.81 1,230,570.51PEPSICO INC 2.75% 03/30 713448ES3 2.7500 3/19/2030 95.3196 1,875,000.00 1,884,829.40 1,880,565.66 1,787,242.69PROGRESSIVE 3.2% 03/30 743315AW3 3.2000 3/26/2030 95.6357 89,000.00 92,750.39 91,916.22 85,115.77PROTECTIVE 1.646% 01/25 74368CBJ2 1.6460 1/13/2025 94.7152 6,000,000.00 5,916,315.00 5,919,200.76 5,682,909.72PROVIDENCE 4.379% 10/23 743755AJ9 4.3790 10/1/2023 100.6638 675,000.00 675,986.10 675,956.85 679,480.81REYNOLDS 4.45% 06/25 761713BG0 4.4500 6/12/2025 99.8890 1,175,000.00 1,202,016.56 1,185,078.21 1,173,695.17ROGERS 3.8% 03/32 775109CC3 3.8000 3/15/2032 96.8088 475,000.00 473,940.75 473,982.68 459,841.70ROYAL BANK 2.05% 01/27 78016EYV3 2.0500 1/21/2027 93.0624 2,565,000.00 2,563,307.10 2,563,492.02 2,387,049.53SALESFORCE 1.5% 07/28 79466LAH7 1.5000 7/15/2028 91.2386 1,335,000.00 1,285,051.70 1,286,571.31 1,218,034.94SAN DIEGO GAS 1.7% 10/30 797440BZ6 1.7000 10/1/2030 85.0883 2,050,000.00 1,797,747.50 1,808,281.40 1,744,310.87SANTANDER 4.5% 07/25 80282KAE6 4.5000 7/17/2025 99.7772 2,055,000.00 2,166,956.90 2,131,179.02 2,050,420.58SCHLUMBERGER 2.65% 06/30 806854AJ4 2.6500 6/26/2030 90.8403 2,070,000.00 1,913,697.80 1,917,979.58 1,880,394.29CHARLES SCHWAB 2% 03/28 808513BP9 2.0000 3/20/2028 92.2193 1,015,000.00 988,789.50 989,173.85 936,025.61SEMPRA ENERGY 3.4% 02/28 816851BG3 3.4000 2/1/2028 97.4895 2,865,000.00 2,809,188.60 2,804,237.23 2,793,073.14SOUTHERN 2.25% 06/30 842400GU1 2.2500 6/1/2030 86.6561 1,445,000.00 1,354,832.61 1,355,110.87 1,252,180.47SOUTHERN 4.7% 06/27 842400HQ9 4.7000 6/1/2027 102.6898 1,110,000.00 1,107,624.60 1,107,721.35 1,139,856.44SOUTHERN 2.6% 06/26 842434CQ3 2.6000 6/15/2026 96.3357 1,810,000.00 1,908,836.25 1,881,074.71 1,743,675.63SOUTHERN 3.25% 07/26 842587CV7 3.2500 7/1/2026 98.3552 1,340,000.00 1,396,668.55 1,386,684.51 1,317,959.43SOUTHERN 3.7% 04/30 842587DE4 3.7000 4/30/2030 97.1752 3,160,000.00 3,367,373.03 3,341,195.37 3,070,737.33STANLEY BLACK & 3% 05/32 854502AQ4 3.0000 5/15/2032 91.8055 1,640,000.00 1,588,459.50 1,588,995.50 1,505,610.50STATE STREET VAR 12/24 857477BC6 3.7760 12/3/2024 100.4466 3,915,000.00 4,007,403.80 3,986,812.77 3,932,484.08STATE STREET VAR 11/25 857477BE2 2.3540 11/1/2025 97.3457 2,740,000.00 2,828,396.70 2,802,662.49 2,667,271.30STATE STREET VAR 02/28 857477BS1 2.2030 2/7/2028 93.1054 3,185,000.00 3,185,000.00 3,185,000.00 2,965,407.40TAKEDA 2.05% 03/30 874060AX4 2.0500 3/31/2030 86.8322 1,800,000.00 1,714,274.70 1,716,822.26 1,562,980.45TORONTO-DOMINI 2.8% 03/27 89114TZT2 2.8000 3/10/2027 95.7346 2,520,000.00 2,514,985.20 2,515,387.98 2,412,511.44TOTALENERGIE 3.883% 10/28 89152UAH5 3.8830 10/11/2028 101.2943 2,325,000.00 2,359,722.05 2,357,459.69 2,355,091.64TOTALENERGIES 3.7% 01/24 89153VAG4 3.7000 1/15/2024 100.6682 3,145,000.00 3,310,972.20 3,239,028.34 3,166,013.69TRANSCANADA 4.1% 04/30 89352HBA6 4.1000 4/15/2030 98.3057 1,655,000.00 1,653,538.11 1,649,359.83 1,626,960.13TRUIST BANK 1.5% 03/25 89788JAA7 1.5000 3/10/2025 95.0654 1,700,000.00 1,727,535.50 1,719,501.72 1,616,111.07TRUIST VAR 06/29 89788MAE2 1.8870 6/7/2029 88.3731 950,000.00 950,000.00 950,000.00 839,544.27TYSON FOODS INC 4% 03/26 902494BJ1 4.0000 3/1/2026 101.1224 2,255,000.00 2,432,239.33 2,382,839.10 2,280,310.95UBS GROUP AG VAR 05/28 902613AP3 4.7510 5/12/2028 100.1662 1,680,000.00 1,676,852.00 1,676,899.04 1,682,791.82UNION 2.375% 05/31 907818FU7 2.3750 5/20/2031 90.3880 2,480,000.00 2,493,254.00 2,492,323.31 2,241,621.16UNION PACIFIC 2.8% 02/32 907818FX1 2.8000 2/14/2032 92.9279 1,730,000.00 1,611,234.15 1,612,417.08 1,607,651.86US BANCORP 3.375% 02/24 91159HHV5 3.3750 2/5/2024 100.3078 5,430,000.00 5,661,664.45 5,561,315.41 5,446,715.06US BANCORP VAR 01/28 91159HJC5 2.2150 1/27/2028 93.4079 2,550,000.00 2,550,000.00 2,550,000.00 2,381,900.51UNITEDHEALTH 1.25% 01/26 91324PDW9 1.2500 1/15/2026 93.6487 973,000.00 979,342.03 976,880.11 911,202.02UNITEDHEALTH 4% 05/29 91324PEH1 4.0000 5/15/2029 102.6038 3,995,000.00 3,974,933.45 3,975,330.66 4,099,023.21UNITEDHEALTH 4.2% 05/32 91324PEJ7 4.2000 5/15/2032 104.4633 385,000.00 384,006.70 384,027.22 402,183.65VALERO ENERGY 4% 04/29 91913YAW0 4.0000 4/1/2029 97.4147 2,005,000.00 2,132,326.09 2,110,588.89 1,953,165.44VERIZON 4.125% 03/27 92343VDY7 4.1250 3/16/2027 102.4320 255,000.00 261,974.25 258,527.84 261,201.60VERIZON 2.1% 03/28 92343VGH1 2.1000 3/22/2028 91.4749 1,650,000.00 1,649,257.50 1,649,404.53 1,509,335.47VERIZON 2.55% 03/31 92343VGJ7 2.5500 3/21/2031 88.8575 775,000.00 783,131.86 782,362.11 688,645.52VERIZON 2.355% 03/32 92343VGN8 2.3550 3/15/2032 86.3683 1,110,000.00 921,477.60 923,178.72 958,687.61





PARAMOUNT 4.95% 01/31 92556HAB3 4.9500 1/15/2031 97.8378 10,000.00 9,803.60 9,846.11 9,783.78PARAMOUNT 4.2% 05/32 92556HAD9 4.2000 5/19/2032 90.7699 6,150,000.00 5,672,105.37 5,669,770.09 5,582,347.62VIRGINIA 3.75% 05/27 927804GH1 3.7500 5/15/2027 101.3460 1,610,000.00 1,602,872.60 1,603,088.77 1,631,671.03VODAFONE 4.125% 05/25 92857WBJ8 4.1250 5/30/2025 101.1757 4,030,000.00 4,426,094.45 4,294,794.06 4,077,380.19WELLS FARGO & 4.3% 07/27 94974BGL8 4.3000 7/22/2027 101.3972 2,775,000.00 2,763,521.12 2,756,679.53 2,813,773.08WELLS FARGO & 3% 04/26 949746RW3 3.0000 4/22/2026 97.3653 4,955,000.00 5,192,315.83 5,137,000.65 4,824,449.67WELLS FARGO 3.75% 01/24 95000U2C6 3.7500 1/24/2024 100.5305 1,355,000.00 1,397,479.55 1,384,213.04 1,362,188.94WELLS FARGO & VAR 06/27 95000U2F9 3.1960 6/17/2027 96.0563 330,000.00 330,000.00 330,000.00 316,985.63WELLS FARGO & VAR 10/25 95000U2H5 2.4060 10/30/2025 96.2375 1,370,000.00 1,344,723.50 1,347,220.80 1,318,453.63WELLS FARGO & VAR 03/33 95000U2U6 3.3500 3/2/2033 91.8290 3,850,000.00 3,571,945.00 3,574,227.56 3,535,416.50WELLS FARGO & VAR 03/28 95000U2V4 3.5260 3/24/2028 96.6504 3,485,000.00 3,485,000.00 3,485,000.00 3,368,265.50WELLS FARGO & VAR 04/26 95000U2X0 3.9080 4/25/2026 99.3656 1,095,000.00 1,095,000.00 1,095,000.00 1,088,053.37WELLS FARGO & VAR 07/28 95000U3A9 4.8080 7/25/2028 102.3340 3,945,000.00 3,945,000.00 3,945,000.00 4,037,077.68WELLS FARGO & VAR 07/33 95000U3B7 4.8970 7/25/2033 103.6593 700,000.00 700,000.00 700,000.00 725,614.88WELLTOWER INC 2.7% 02/27 95040QAK0 2.7000 2/15/2027 94.4279 970,000.00 938,153.70 936,649.31 915,950.65WILLIS NORTH 3.6% 05/24 970648AF8 3.6000 5/15/2024 99.5694 1,720,000.00 1,807,763.55 1,782,570.77 1,712,593.61WILLIS NORTH 4.5% 09/28 970648AG6 4.5000 9/15/2028 99.6876 375,000.00 413,681.25 401,989.40 373,828.65WILLIS NORTH 2.95% 09/29 970648AJ0 2.9500 9/15/2029 88.8501 1,635,000.00 1,560,975.05 1,557,068.39 1,452,698.82

598,019,000.00 593,973,857.50 591,352,604.85 568,719,253.20 FHLMC

FHLMCGLD 5% 01/36 3128K86S0 5.0000 1/1/2036 105.9038 99,433.35 95,727.91 97,731.87 105,303.68FHLMCGLD 5.5% 12/37 3128LCJD9 5.5000 12/1/2037 107.4544 40,300.01 43,629.21 42,949.87 43,304.15FHLMCGLD 3% 12/47 3128MJ2Z2 3.0000 12/1/2047 97.6580 41,998.40 40,298.77 40,531.21 41,014.81FHLMCGLD 3% 02/48 3128MJ3H1 3.0000 2/1/2048 97.7158 122,600.22 117,638.74 118,314.89 119,799.78FHLMCGLD 3.5% 03/48 3128MJ3N8 3.5000 3/1/2048 100.3820 66,225.74 65,581.60 65,669.12 66,478.69FHLMCGLD 3.5% 06/48 3128MJ4A5 3.5000 6/1/2048 100.2279 447,024.56 441,951.21 442,597.83 448,043.54FHLMCGLD 3% 07/48 3128MJ4G2 3.0000 7/1/2048 97.7259 328,273.65 314,988.83 316,773.72 320,808.46FHLMCGLD 3.5% 07/48 3128MJ4H0 3.5000 7/1/2048 100.1502 32,692.27 32,374.27 32,417.20 32,741.37FHLMCGLD 5.5% 07/38 3128M6F29 5.5000 7/1/2038 107.4562 15,999.33 16,109.35 16,060.09 17,192.27FHLMCGLD 7% 02/39 3128M9U67 7.0000 2/1/2039 110.3463 33,701.22 37,892.65 37,085.75 37,188.06FHLMCGLD 5.5% 04/34 31292JAM2 5.5000 4/1/2034 107.1377 123,817.60 134,286.38 131,649.59 132,655.28FHLMCGLD 5% 08/38 312927CU8 5.0000 8/1/2038 106.2444 33,842.35 33,419.35 33,610.97 35,955.61UMBS MORTPASS 3% 01/50 3132DV4V4 3.0000 1/1/2050 96.7165 1,888,441.17 1,913,927.73 1,911,762.77 1,826,433.88FHLMCGLD 3% 01/48 3132L9J48 3.0000 1/1/2048 97.7168 109,779.27 105,336.63 105,943.22 107,272.81FHLMCGLD 3.5% 01/48 3132XWCU3 3.5000 1/1/2048 100.5057 87,568.78 86,559.68 86,688.55 88,011.65

3,471,697.92 3,479,722.31 3,479,786.65 3,422,204.04 FNMA

UMBS MORTPASS 4.5% 04/26 3138AFAG5 4.5000 4/1/2026 102.9049 45,235.39 46,755.30 45,972.04 46,549.42UMBS MORTPASS 4.5% 03/41 3138A87K6 4.5000 3/1/2041 104.1445 610,883.53 660,708.70 646,016.14 636,201.59UMBS MORTPASS 7% 03/39 3138ELYN7 7.0000 3/1/2039 110.8392 18,576.47 20,616.00 20,224.93 20,590.01FNMA MORTPASS 3.75% 06/30 3138LNPR6 3.7500 6/1/2030 103.5658 100,000.00 101,292.97 100,852.27 103,565.83FNMA MORTPASS 2.78% 03/27 3138L9BK7 2.7800 3/1/2027 100.0000 0.01 0.01 0.01 0.01UMBS MORTPASS 3% 04/43 3138MKQH2 3.0000 4/1/2043 98.4096 11,853.92 11,605.83 11,645.60 11,665.40UMBS MORTPASS 3% 01/43 3138MN5G1 3.0000 1/1/2043 97.8996 10,326.46 10,095.56 10,133.47 10,109.56





UMBS MORTPASS 3% 12/42 3138MQTN3 3.0000 12/1/2042 98.2708 7,320.05 7,154.12 7,181.05 7,193.47UMBS MORTPASS 2.5% 01/43 3138MRK67 2.5000 1/1/2043 94.2522 260,275.56 242,300.27 247,665.48 245,315.40UMBS MORTPASS 3% 01/43 3138MRK75 3.0000 1/1/2043 97.9923 20,214.48 19,757.03 19,831.26 19,808.63UMBS MORTPASS 4% 03/44 3138WBG58 4.0000 3/1/2044 102.6546 607,000.60 638,551.35 630,080.71 623,114.24UMBS MORTPASS 2.5% 10/31 3138WJD88 2.5000 10/1/2031 98.6081 55,003.30 55,708.03 55,446.00 54,237.71UMBS MORTPASS 3% 04/43 3138WMWQ0 3.0000 4/1/2043 98.4093 26,104.33 25,521.94 25,615.78 25,689.09UMBS MORTPASS 3% 04/43 3138WN5M7 3.0000 4/1/2043 98.4093 21,329.00 20,843.76 20,921.15 20,989.72UMBS MORTPASS 2.5% 01/31 3140EVGE1 2.5000 1/1/2031 98.6093 15,934.16 16,138.32 16,058.25 15,712.57UMBS MORTPASS 2.5% 12/31 3140FDGH3 2.5000 12/1/2031 98.6067 110,678.77 112,096.84 111,574.84 109,136.64UMBS MORTPASS 3.5% 12/46 3140FLNT1 3.5000 12/1/2046 100.3325 16,943.56 16,799.95 16,819.30 16,999.89UMBS MORTPASS 4.5% 07/47 3140FPFS3 4.5000 7/1/2047 103.0502 205,971.16 214,773.21 213,571.90 212,253.77UMBS MORTPASS 3.5% 01/47 3140FQJ65 3.5000 1/1/2047 100.5340 249,742.90 247,625.93 247,924.56 251,076.42UMBS MORTPASS 3.5% 03/48 3140HAP95 3.5000 3/1/2048 100.5016 21,297.94 21,117.40 21,142.79 21,404.76UMBS MORTPASS 3.5% 05/48 3140HJQC8 3.5000 5/1/2048 100.0709 5,699.99 5,651.70 5,656.71 5,704.03UMBS MORTPASS 3.5% 01/48 3140H1FV7 3.5000 1/1/2048 99.7381 23,037.86 22,842.58 22,869.36 22,977.53UMBS MORTPASS 3.5% 12/47 3140H5LJ8 3.5000 12/1/2047 100.3801 13,236.82 13,124.64 13,139.97 13,287.13UMBS MORTPASS 3.5% 04/48 3140H8QX6 3.5000 4/1/2048 100.1752 275,837.97 273,499.80 273,816.69 276,321.37UMBS MORTPASS 3.5% 11/47 3140Q8KD6 3.5000 11/1/2047 99.9639 117,425.79 116,435.01 116,571.57 117,383.45UMBS MORTPASS 5% 02/36 31403C6L0 5.0000 2/1/2036 105.9633 90,494.83 87,313.35 88,931.12 95,891.31UMBS MORTPASS 6% 01/38 31410GWV1 6.0000 1/1/2038 111.3665 84,971.14 93,531.97 91,792.22 94,629.34UMBS MORTPASS 6% 01/38 31410GWW9 6.0000 1/1/2038 108.7982 52,037.33 58,297.44 57,025.16 56,615.69UMBS MORTPASS 6% 03/38 31410G4C4 6.0000 3/1/2038 109.7731 96,203.29 108,057.47 105,668.43 105,605.37UMBS MORTPASS 6% 10/36 31410QCW9 6.0000 10/1/2036 104.9108 19,019.79 19,126.78 19,071.86 19,953.81UMBS MORTPASS 5.5% 05/37 31410WKW7 5.5000 5/1/2037 107.3643 3,123.84 2,992.54 3,055.93 3,353.89UMBS MORTPASS 6% 09/36 31410XBB1 6.0000 9/1/2036 104.4681 1,931.68 1,934.70 1,933.93 2,017.99UMBS MORTPASS 5.5% 04/37 31411RMG0 5.5000 4/1/2037 103.7947 9,550.27 9,148.88 9,347.86 9,912.67UMBS MORTPASS 5.5% 07/37 31412LQV5 5.5000 7/1/2037 103.7947 8,750.08 8,382.29 8,561.73 9,082.12UMBS MORTPASS 5.5% 05/37 31412YEC2 5.5000 5/1/2037 106.9911 6,222.37 5,960.84 6,089.20 6,657.38UMBS MORTPASS 6% 04/33 31415P4K1 6.0000 4/1/2033 108.3444 3,571.75 3,935.55 3,836.97 3,869.79UMBS MORTPASS 5.5% 09/39 31417MT45 5.5000 9/1/2039 107.5031 507,215.37 562,060.56 551,795.22 545,272.14UMBS MORTPASS 4% 03/46 31418BZY5 4.0000 3/1/2046 102.5367 88,829.27 95,088.97 93,804.74 91,082.60UMBS MORTPASS 4% 04/46 31418B3D6 4.0000 4/1/2046 102.5062 208,918.91 223,739.09 220,707.51 214,154.90UMBS MORTPASS 3.5% 07/47 31418CMF8 3.5000 7/1/2047 100.4961 26,051.67 25,830.83 25,861.13 26,180.91UMBS MORTPASS 3% 01/50 31418DKT8 3.0000 1/1/2050 96.7329 922,044.43 943,834.94 942,078.15 891,920.10UMBS MORTPASS 3% 02/50 31418DLT7 3.0000 2/1/2050 96.8663 900,906.66 922,408.77 920,684.46 872,675.29UMBS MORTPASS 3.5% 02/50 31418DLV2 3.5000 2/1/2050 99.7211 1,012,750.43 1,050,135.15 1,047,137.85 1,009,925.80UMBS MORTPASS 5% 07/40 31418U4R2 5.0000 7/1/2040 105.8428 131,504.58 142,182.75 140,259.98 139,188.11

7,024,027.71 7,284,979.12 7,238,375.28 7,085,276.85 Government Bond

EQUINOR ASA 3.125% 04/30 29446MAF9 3.1250 4/6/2030 96.4060 4,730,000.00 4,570,609.95 4,568,925.96 4,560,001.484,730,000.00 4,570,609.95 4,568,925.96 4,560,001.48

GNMA1 (15 Day Lag)GNMA I MORTPASS 4% 08/41 3620AY7J9 4.0000 8/15/2041 103.8533 383,938.28 414,638.33 404,091.16 398,732.53GNMA I MORTPASS 6% 08/34 36241KBZ0 6.0000 8/15/2034 110.4865 64,850.35 67,094.79 65,788.88 71,650.90





GNMA I MORTPASS 7% 11/32 36241KJL3 7.0000 11/15/2032 109.9360 28,141.55 29,362.86 28,628.34 30,937.69GNMA I MORTPASS 7% 06/32 36241KJP4 7.0000 6/15/2032 105.4607 1,747.59 1,823.38 1,777.09 1,843.02GNMA I MORTPASS 7% 05/33 36241KJQ2 7.0000 5/15/2033 107.7881 2,195.41 2,290.78 2,235.25 2,366.39GNMA I MORTPASS 7% 01/33 36241KJT6 7.0000 1/15/2033 108.0849 4,980.75 5,198.49 5,071.61 5,383.44GNMA I MORTPASS 7% 11/33 36241KJ66 7.0000 11/15/2033 108.0524 7,026.01 7,273.86 7,130.22 7,591.77

492,879.94 527,682.49 514,722.55 518,505.74 GNMA1 (20 Day Lag)

TBA GNMA2 SINGLE 2% 21H020683 2.0000 8/15/2052 91.8438 7,100,000.00 6,304,578.13 6,304,578.13 6,520,906.25TBA GNMA2 SINGLE 2.5% 21H022689 2.5000 8/15/2052 94.7041 12,200,000.00 11,176,847.66 11,176,847.66 11,553,903.01TBA GNMA2 SINGLE 3% 21H030682 3.0000 8/15/2052 97.3799 20,200,000.00 19,043,234.37 19,043,234.37 19,670,735.76TBA GNMA2 SINGLE 3.5% 21H032688 3.5000 8/15/2052 99.5469 9,000,000.00 8,752,757.03 8,752,757.03 8,959,218.75TBA GNMA2 SINGLE 4% 21H040681 4.0000 8/15/2052 101.0273 600,000.00 596,484.38 596,484.38 606,164.06TBA GNMA2 SINGLE 4.5% 21H042687 4.5000 8/15/2052 101.9180 2,400,000.00 2,412,843.76 2,412,843.76 2,446,031.26GNMA II MORTPASS 4% 07/45 36179RJF7 4.0000 7/20/2045 102.2197 175,156.74 180,903.63 180,062.72 179,044.76GNMA II MORTPASS 4% 10/45 36179RQ36 4.0000 10/20/2045 102.2215 216,887.22 224,005.45 222,973.35 221,705.38GNMA II MORTPASS 4% 07/47 36179TCY9 4.0000 7/20/2047 102.1654 159,888.02 164,596.73 163,955.14 163,350.30GNMA II MORTPASS 3% 01/48 36179TQN8 3.0000 1/20/2048 98.2754 22,363.86 21,595.97 21,700.62 21,978.18GNMA II MORTPASS 3% 02/48 36179TSF3 3.0000 2/20/2048 98.1995 665,739.39 642,880.61 645,989.93 653,752.66

52,740,035.23 49,520,727.72 49,521,427.09 50,996,790.37 Municipal Bond

CHICAGO ILL 4.864% 12/22 167486RW1 4.8640 12/1/2022 100.4580 210,000.00 219,901.50 210,603.29 210,961.80210,000.00 219,901.50 210,603.29 210,961.80



TBA UMBS SINGLE FAMILY 2% 01F020489 2.0000 8/25/2037 95.1094 8,200,000.00 7,602,296.87 7,602,296.87 7,798,968.75TBA UMBS SINGLE FAMILY 2% 01F020687 2.0000 8/25/2052 89.9219 120,170,000.00 103,884,868.93 103,884,868.93 108,059,117.19TBA UMBS SINGLE 2.5% 01F022485 2.5000 8/25/2037 97.3047 8,500,000.00 8,076,992.19 8,076,992.19 8,270,898.40TBA UMBS SINGLE 2.5% 01F022683 2.5000 8/25/2052 93.1729 143,600,000.00 128,645,220.10 128,645,220.10 133,796,245.63TBA UMBS SINGLE FAMILY 3% 01F030488 3.0000 8/25/2037 99.2832 4,300,000.00 4,187,280.85 4,187,280.85 4,269,177.73TBA UMBS SINGLE FAMILY 3% 01F030686 3.0000 8/25/2052 96.2939 7,300,000.00 6,818,074.60 6,818,074.60 7,029,457.77TBA UMBS SINGLE 3.5% 01F032682 3.5000 8/25/2052 98.9570 2,150,000.00 2,077,395.50 2,077,395.50 2,127,576.17TBA UMBS SINGLE 3.5% 01F032690 3.5000 9/25/2052 98.6778 2,150,000.00 2,094,234.38 2,094,234.38 2,121,572.38TBA UMBS SINGLE FAMILY 4% 01F040685 4.0000 8/25/2052 100.4961 19,100,000.00 18,782,019.53 18,782,019.53 19,194,753.95TBA UMBS SINGLE 4.5% 01F042681 4.5000 8/25/2052 101.7383 2,400,000.00 2,401,041.79 2,401,041.79 2,441,718.74AMERICREDIT 0.66% 12/24 03066EAD6 0.6600 12/18/2024 99.3150 76,250.25 76,237.39 76,243.53 75,727.94ANGEL OAK STEP 12/66 03464BAA6 2.8810 12/25/2066 93.9046 2,880,602.53 2,880,558.46 2,880,558.46 2,705,018.00BINOM VAR 06/56 05552UAA2 2.0340 6/25/2056 91.6040 879,914.61 879,908.27 879,908.27 806,036.54BANK 4.272% 11/61 06036FAZ4 4.2720 11/15/2061 99.7984 366,314.46 377,291.77 376,351.27 365,575.97BENCHMARK 3.614% 03/62 08162VAB4 3.6140 3/15/2062 98.7154 865,000.00 890,923.12 888,895.27 853,887.78COMM 3.759% 08/48 12593PAW2 3.7590 8/10/2048 99.3655 1,676,000.00 1,872,144.06 1,859,258.12 1,665,365.95COMM 3.373% 10/48 12593QBC3 3.3730 10/10/2048 99.9648 689,273.56 732,676.23 730,213.96 689,030.66CNH EQUIPMENT 3.37% 05/24 12596EAD6 3.3700 5/15/2024 100.0193 411,628.69 411,596.05 411,618.95 411,708.05





CNH EQUIPMENT 3.01% 04/24 12596JAC7 3.0100 4/15/2024 99.9819 34,909.23 34,901.56 34,906.74 34,902.91COMM 2.822% 10/45 12624PAE5 2.8220 10/15/2045 99.8227 396,900.64 404,606.09 403,874.19 396,196.94COMM 2014-CR14 VAR 02/47 12630DAY0 4.2360 2/10/2047 99.8206 520,000.00 536,554.69 534,429.49 519,067.02CSAIL 3.2241% 06/57 12634NAU2 3.2241 6/15/2057 99.2648 354,439.37 352,861.01 353,016.54 351,833.46CSAIL 2.9599% 01/49 12636MAF5 2.9599 1/15/2049 98.1430 746,391.36 761,902.31 760,291.50 732,530.87CSMC 2022-NQM1 VAR 11/66 126416AA4 2.2650 11/25/2066 89.3346 3,032,316.47 3,032,286.15 3,032,286.15 2,708,906.27COMM 2022-HC 2.819% 01/39 12659DAA8 2.8190 1/10/2039 92.2632 385,000.00 396,536.97 396,164.97 355,213.20CSMC 2021-NQM8 VAR 10/66 12659FAA3 1.8410 10/25/2066 88.4992 1,289,817.69 1,289,810.46 1,289,810.46 1,141,478.85CARMAX AUTO 0.62% 03/25 14315FAD9 0.6200 3/17/2025 98.4975 393,909.05 393,841.53 393,870.06 387,990.72CARMAX AUTO 3.05% 03/24 14315NAC4 3.0500 3/15/2024 100.0182 44,671.74 44,666.68 44,669.99 44,679.87CITIGROUP VAR 09/46 17321JAD6 4.3710 9/10/2046 99.8144 1,270,000.00 1,391,741.41 1,382,965.69 1,267,642.63CITIGROUP 3.622% 07/47 17322VAT3 3.6220 7/10/2047 98.9648 1,900,000.00 2,039,679.69 2,026,994.29 1,880,330.63CITIGROUP 3.616% 02/49 17324TAE9 3.6160 2/10/2049 98.9592 1,630,000.00 1,810,382.42 1,798,019.00 1,613,035.29COMM 2.941% 01/46 20048EAY7 2.9410 1/10/2046 99.6051 535,105.42 546,685.43 545,483.11 532,992.45DBGS 2018-C1 4.358% 10/51 23307DAX1 4.3580 10/15/2051 100.7032 1,050,000.00 1,131,867.19 1,125,433.49 1,057,383.08EXTENDED STAY FLT 07/38 30227FAA8 3.0791 7/15/2038 97.7376 2,703,362.13 2,671,259.72 2,671,774.62 2,642,202.35FNMA REMICS 7% 07/42 3136ABDT7 7.0000 7/25/2042 113.0670 15,765.38 17,864.15 17,518.72 17,825.44FNMA REMICS 1.75% 01/40 3136ACRN3 1.7500 1/25/2040 97.7771 188,271.70 187,845.15 187,896.72 184,086.66FNMA REMICS 2% 06/43 3136AMMM8 2.0000 6/25/2043 96.2709 330,713.14 332,547.58 332,358.62 318,380.45FNMA REMICS 3% 01/46 3136ASMM5 3.0000 1/25/2046 98.6260 68,214.94 66,402.98 66,640.81 67,277.69FNMA REMICS 3.5% 07/44 3136AWCM7 3.5000 7/25/2044 100.3736 96,423.43 95,986.49 96,047.69 96,783.70FNMA REMICS 3.5% 04/53 3136AWNN3 3.5000 4/25/2053 100.1240 119,516.74 122,803.44 122,532.02 119,664.93FNMA REMICS 3% 05/47 3136AWTK3 3.0000 5/25/2047 99.1300 57,351.92 54,806.87 55,134.41 56,852.95FNMA REMICS 4% 07/53 3136AXJT3 4.0000 7/25/2053 100.7063 124,400.11 129,585.47 129,171.26 125,278.80FNMA REMICS 3.5% 04/53 3136AYMB6 3.5000 4/25/2053 100.6477 122,589.70 126,133.31 125,840.92 123,383.69FNMA REMICS 3.5% 05/42 3136A6AN4 3.5000 5/25/2042 100.0748 60,364.11 61,144.59 61,010.03 60,409.27FNMA REMICS 2.5% 12/41 3136A6Y57 2.5000 12/25/2041 98.2284 100,661.21 97,657.09 98,191.22 98,877.94FNMA REMICS 7% 10/42 3136A9EA2 7.0000 10/25/2042 112.1283 5,781.78 6,606.44 6,472.21 6,483.01FNMA REMICS 3% 12/54 3136B0AP1 3.0000 12/25/2054 99.4279 181,489.24 177,944.52 178,323.31 180,450.90FNMA REMICS 3.5% 05/56 3136B1PJ7 3.5000 5/25/2056 101.3975 98,521.74 99,707.08 99,601.17 99,898.60FNMA REMICS 3.5% 12/47 3136B3BA7 3.5000 12/25/2047 99.3960 82,417.81 81,583.96 81,690.54 81,919.99FNMA REMICS 3.5% 10/56 3136B3BD1 3.5000 10/25/2056 101.0940 136,206.49 135,653.15 135,707.15 137,696.55FNMA REMICS 3.5% 02/48 3136B3JN1 3.5000 2/25/2048 100.8742 43,579.41 43,388.75 43,413.05 43,960.37FNMA REMICS 3.5% 03/49 3136B3Z94 3.5000 3/25/2049 100.9466 199,385.82 200,818.91 200,657.98 201,273.25FNMA REMICS 3.5% 11/57 3136B32G4 3.5000 11/25/2057 101.3903 177,662.99 179,384.09 179,234.90 180,133.07FNMA REMICS 3.5% 11/57 3136B4EJ3 3.5000 11/25/2057 101.3517 223,802.16 226,984.35 226,703.75 226,827.32FNMA REMICS 3.5% 04/49 3136B4FP8 3.5000 4/25/2049 101.4617 249,970.15 254,022.42 253,579.91 253,624.06FNMA REMICS 3% 08/49 3136B5PK5 3.0000 8/25/2049 97.9043 211,443.54 213,690.12 213,467.39 207,012.30FNMA REMICS 3.5% 08/58 3136B8NW5 3.5000 8/25/2058 101.0108 882,752.40 924,959.01 922,307.44 891,675.17FHLMC REMICS 1.5% 10/42 3137AUXZ7 1.5000 10/15/2042 93.4950 247,409.56 245,534.68 245,733.29 231,315.62FHLMC REMICS 2.5% 12/42 3137FRK75 2.5000 12/15/2042 96.0972 473,904.11 491,009.08 489,258.76 455,408.72ELLINGTON VAR 01/67 31573CAA3 2.2060 1/25/2067 90.0805 1,429,342.60 1,429,317.59 1,429,317.88 1,287,559.53FIRSTKEY 1.376% 09/38 33767TAA8 1.3760 9/17/2038 89.4378 2,205,091.71 1,982,515.27 1,985,276.21 1,972,184.85FIRSTKEY 4.145% 05/39 33768NAA0 4.1450 5/17/2039 99.4839 703,683.39 703,653.42 703,653.42 700,051.75





FORD CREDIT 2.23% 09/24 34528QHA5 2.2300 9/15/2024 99.9189 1,215,000.00 1,214,944.23 1,214,975.70 1,214,014.88SEASONED CREDIT 3% 02/59 35563PML0 3.0000 2/25/2059 98.0741 416,959.84 426,098.00 425,496.24 408,929.49GCAT 2021-NQM7 VAR 08/66 36167YAA6 1.9150 8/25/2066 94.9275 1,032,721.87 1,032,703.80 1,032,703.80 980,337.26GS MORTGAGE VAR 07/46 36198EAE5 4.0384 7/10/2046 99.7426 855,000.00 904,930.66 899,048.98 852,799.06GS MORTGAGE 3.801% 01/47 36252RAJ8 3.8010 1/10/2047 99.1921 307,888.95 312,807.96 312,134.18 305,401.42GS MORTGAGE 3.872% 02/52 36252SAT4 3.8720 2/10/2052 99.5106 335,000.00 345,044.31 343,994.36 333,360.38GM FINANCIAL 0.58% 01/26 362590AD3 0.5800 1/16/2026 95.3278 395,000.00 394,995.81 394,995.81 376,544.77GNMA 2005-74 7.5% 09/35 38374L5X5 7.5000 9/16/2035 102.7306 517.84 551.82 533.35 531.98GNMA 2013-37 LG 2% 01/42 38378JNS7 2.0000 1/20/2042 98.0647 105,864.83 98,785.12 99,918.28 103,816.04HYUNDAI AUTO 0.62% 12/25 44933FAD8 0.6200 12/15/2025 96.6379 545,000.00 544,906.21 544,943.61 526,676.39IMPERIAL FUND STEP 03/67 45276PAA4 3.6380 3/25/2067 95.6416 3,018,654.61 3,018,646.46 3,018,646.46 2,887,090.77MORGAN 3.089% 06/50 61691JAR5 3.0890 6/15/2050 98.0256 223,161.10 229,854.70 228,811.41 218,755.10MORGAN 2.729% 09/49 61766NAY1 2.7290 9/15/2049 97.7526 832,811.15 880,535.14 877,833.18 814,094.89OBX 2022-NQM1 VAR 11/61 67114VAA1 2.3050 11/25/2061 91.5577 2,516,860.95 2,516,859.44 2,516,859.44 2,304,380.00PROGRESS 3.2% 04/39 74331UAA6 3.2000 4/17/2039 95.4745 675,000.00 646,375.61 646,918.41 644,453.08PROGRESS 4.451% 06/39 74332YAA7 4.4510 6/17/2039 101.2725 543,000.00 539,614.04 539,640.62 549,909.57SOUTH CAROLINA FLT 05/30 83715RAE2 2.4631 5/1/2030 99.7168 58,231.51 58,494.27 58,405.74 58,066.59TOYOTA AUTO 3.3% 02/24 89231PAE8 3.3000 2/15/2024 100.0717 195,893.60 195,853.72 195,881.54 196,034.00UBS-BARCLAY 3.1847% 03/46 90270YBF5 3.1847 3/10/2046 99.4852 949,265.92 942,257.67 943,249.70 944,378.81UBS 3.44% 04/52 90276YAB9 3.4400 4/15/2052 98.4463 444,522.53 457,857.14 456,512.39 437,615.85UBS 4.2569% 12/51 90278KAX9 4.2569 12/15/2051 99.6424 1,160,000.00 1,194,796.06 1,190,931.10 1,155,852.07UBS 4.2076% 10/51 90353KAV1 4.2076 10/15/2051 99.6393 351,695.80 362,245.13 361,037.72 350,427.13VERUS VAR 07/66 92538HAA8 0.9380 7/25/2066 85.5653 2,493,318.24 2,427,868.65 2,428,349.74 2,133,415.23VERUS STEP 01/67 92538WAA5 2.7240 1/25/2067 92.6540 1,914,970.39 1,914,949.14 1,914,949.14 1,774,296.09WFRBS 3.66% 03/47 92938VAN5 3.6600 3/15/2047 99.7630 142,208.71 149,052.51 147,807.11 141,871.73WELLS FARGO 2.874% 05/48 94989HAM2 2.8740 5/15/2048 97.9553 1,089,000.00 1,132,219.69 1,128,415.89 1,066,732.67WELLS FARGO 3.148% 05/48 94989HAQ3 3.1480 5/15/2048 97.9757 1,015,000.00 1,073,838.28 1,068,651.28 994,453.36WELLS FARGO 2.934% 05/48 94989HAT7 2.9340 5/15/2048 99.0925 527,519.21 537,922.09 536,913.45 522,732.08

374,198,591.54 341,774,901.02 341,681,762.27 349,071,491.41 T-Bill

UNITED STATES ZERO 08/22 912796T58 - 8/25/2022 99.8633 167,705,000.00 167,346,297.62 167,532,081.80 167,475,802.61UNITED STATES ZERO 08/22 912796XM6 - 8/16/2022 99.9144 246,410,000.00 246,020,471.03 246,279,850.59 246,199,063.18UNITED STATES ZERO 09/22 912796XV6 - 9/13/2022 99.7568 17,655,000.00 17,596,967.77 17,610,439.54 17,612,059.69UNITED STATES ZERO 11/22 912796YR4 - 11/22/2022 99.1939 8,570,000.00 8,499,583.17 8,501,404.29 8,500,920.06

440,340,000.00 439,463,319.59 439,923,776.22 439,787,845.54 T-Note

UNITED STATES 0.5% 02/26 91282CBQ3 0.5000 2/28/2026 92.2305 15,230,000.00 15,050,928.52 15,101,965.68 14,046,700.43UNITED 1.25% 03/28 91282CBS9 1.2500 3/31/2028 92.1445 40,060,000.00 40,131,982.81 40,120,251.48 36,913,099.12UNITED 0.75% 04/26 91282CBW0 0.7500 4/30/2026 92.8203 9,125,000.00 9,081,870.12 9,092,688.08 8,469,853.47UNITED 1.25% 05/28 91282CCE9 1.2500 5/31/2028 91.9492 2,890,000.00 2,891,636.91 2,891,373.85 2,657,332.43UNITED 1.25% 06/28 91282CCH2 1.2500 6/30/2028 91.8477 23,215,000.00 23,250,366.60 23,244,876.09 21,322,433.34UNITED 0.625% 07/26 91282CCP4 0.6250 7/31/2026 91.9609 10,735,000.00 10,698,098.44 10,705,511.84 9,872,006.69UNITED 1.125% 08/28 91282CCV1 1.1250 8/31/2028 90.9844 38,815,000.00 37,404,013.75 37,478,157.78 35,315,585.16UNITED 0.875% 09/26 91282CCZ2 0.8750 9/30/2026 92.6719 15,020,000.00 14,946,073.44 14,958,422.31 13,919,315.63





UNITED 1.875% 02/32 91282CDY4 1.8750 2/15/2032 93.3438 24,020,000.00 22,005,510.16 22,040,722.44 22,421,168.75UNITED 3.25% 06/29 91282CEV9 3.2500 6/30/2029 103.4063 49,715,000.00 50,297,597.66 50,290,306.78 51,408,417.19UNITED 2.75% 07/27 91282CFB2 2.7500 7/31/2027 100.2500 10,255,000.00 10,284,643.36 10,284,594.70 10,280,637.50UNITED 2.75% 02/24 912828B66 2.7500 2/15/2024 99.6797 4,210,000.00 4,242,726.17 4,218,352.11 4,196,514.86UNITED STATES 2% 02/25 912828J27 2.0000 2/15/2025 97.9180 11,940,000.00 12,872,346.09 12,434,378.41 11,691,405.50UNITED 1.75% 09/22 912828L57 1.7500 9/30/2022 99.9214 6,599,000.00 6,485,752.40 6,595,139.30 6,593,814.90UNITED 2.25% 11/25 912828M56 2.2500 11/15/2025 98.2305 18,485,000.00 19,146,931.03 19,002,459.66 18,157,902.19UNITED STATES 1.5% 02/23 912828P79 1.5000 2/28/2023 99.1836 55,733,000.00 56,415,300.27 56,053,216.76 55,277,992.44UNITED 2.25% 12/23 912828V23 2.2500 12/31/2023 98.9961 8,300,000.00 8,412,503.91 8,334,724.31 8,216,675.80UNITED 2.125% 02/24 912828W48 2.1250 2/29/2024 98.6758 5,294,000.00 5,145,416.80 5,249,591.20 5,223,895.85UNITED 2.125% 03/24 912828W71 2.1250 3/31/2024 98.6406 930,000.00 926,403.51 929,109.28 917,357.81UNITED 2.125% 05/25 912828XB1 2.1250 5/15/2025 98.0586 11,530,000.00 12,455,102.34 12,098,007.94 11,306,155.89UNITED 2.75% 06/25 912828XZ8 2.7500 6/30/2025 99.7891 7,760,000.00 8,703,021.88 8,300,027.88 7,743,631.21UNITED 1.25% 08/24 912828YE4 1.2500 8/31/2024 96.6875 4,600,000.00 4,783,101.56 4,688,979.92 4,447,625.00UNITED 1.625% 11/26 912828YU8 1.6250 11/30/2026 95.4805 17,500,000.00 17,778,815.51 17,677,496.97 16,709,082.08UNITED 0.75% 07/28 912828Y38 0.8690 7/15/2028 121.7559 8,560,000.00 10,037,853.80 10,018,663.42 10,422,302.76UNITED 0.125% 07/30 912828ZZ6 0.1418 7/15/2030 114.3667 8,171,000.00 9,744,534.67 9,614,179.02 9,344,905.86UNITED 2.25% 12/24 9128283P3 2.2500 12/31/2024 98.5547 8,995,000.00 9,777,846.10 9,429,211.02 8,864,994.19UNITED 2.875% 05/25 9128284R8 2.8750 5/31/2025 100.0469 6,675,000.00 7,530,755.86 7,177,270.67 6,678,128.91UNITED 2.75% 08/25 9128284Z0 2.7500 8/31/2025 99.7422 3,905,000.00 4,158,672.46 4,039,037.26 3,894,932.44UNITED STATES 3% 10/25 9128285J5 3.0000 10/31/2025 100.5273 10,525,000.00 12,010,833.98 11,429,915.66 10,580,502.96UNITED STATES 2.5% 01/24 9128285Z9 2.5000 1/31/2024 99.3281 36,585,000.00 38,272,768.95 37,218,057.82 36,339,194.53UNITED 0.25% 07/29 9128287D6 0.2843 7/15/2029 115.9320 4,135,000.00 4,578,443.39 4,573,884.41 4,793,787.37

479,512,000.00 489,521,852.45 485,290,574.05 468,027,352.26 T-Bond

UNITED 6.875% 08/25 912810EV6 6.8750 8/15/2025 111.5820 5,300,000.00 6,998,691.41 6,359,297.01 5,913,847.645,300,000.00 6,998,691.41 6,359,297.01 5,913,847.64

Totals $1,997,747,378.16 $1,969,045,390.88 $1,961,851,001.04 $1,930,022,676.15





Corporate BondABBVIE INC 3.6% 05/25 00287YAQ2 3.6000 5/14/2025 100.0169 2,500,000.00 2,492,800.00 2,492,842.24 2,500,422.38AMERICAN 3.95% 08/25 025816CY3 3.9500 8/1/2025 100.7092 3,400,000.00 3,396,600.00 3,396,621.56 3,424,112.73ATH 1.716 1.716% 01/25 04685A3F6 1.7160 1/7/2025 93.7073 2,700,000.00 2,526,066.00 2,527,230.72 2,530,096.78BANK OF VAR 10/24 06051GJH3 0.8100 10/24/2024 95.9939 4,300,000.00 4,106,500.00 4,106,500.00 4,127,736.37BANK OF 3.3% 02/24 06367WHH9 3.3000 2/5/2024 99.8611 2,500,000.00 2,498,300.00 2,498,330.20 2,496,526.93BANK OF NOVA 1.45% 01/25 06417XAB7 1.4500 1/10/2025 95.3260 3,000,000.00 2,847,870.00 2,849,554.70 2,859,780.00BP CAPITAL 3.79% 02/24 10373QAD2 3.7900 2/6/2024 100.7174 3,300,000.00 3,323,397.00 3,322,982.20 3,323,673.94CME GROUP INC 3% 03/25 12572QAG0 3.0000 3/15/2025 99.6394 3,300,000.00 3,263,733.00 3,264,145.17 3,288,101.06CATERPILLAR 0.6% 09/24 14913R2P1 0.6000 9/13/2024 94.7089 3,375,000.00 3,175,031.25 3,178,084.17 3,196,425.81CINTAS CORP 3.45% 05/25 17252MAP5 3.4500 5/1/2025 100.2293 3,300,000.00 3,294,456.00 3,294,494.36 3,307,566.44COMCAST CORP 3.7% 04/24 20030NCR0 3.7000 4/15/2024 100.8070 3,300,000.00 3,319,767.00 3,319,609.60 3,326,631.00DAIMLER 1.625% 12/24 233853AD2 1.6250 12/13/2024 94.5742 2,600,000.00 2,455,700.00 2,457,349.10 2,458,929.15DUKE ENERGY 3.75% 04/24 26441CAN5 3.7500 4/15/2024 100.4122 2,500,000.00 2,506,725.00 2,506,650.31 2,510,305.50GOLDMAN SACHS 3.5% 04/25 38141GXJ8 3.5000 4/1/2025 99.4613 3,300,000.00 3,247,068.00 3,247,659.14 3,282,223.56HOME DEPOT 2.7% 04/25 437076CM2 2.7000 4/15/2025 98.7654 3,441,000.00 3,392,137.80 3,392,383.85 3,398,516.00INTERCONTINEN 3.65% 05/25 45866FAT1 3.6500 5/23/2025 100.6690 3,300,000.00 3,306,864.00 3,306,797.70 3,322,077.99JPMORGAN CHASE VAR 12/24 46647PAY2 4.0230 12/5/2024 100.1165 2,809,000.00 2,798,325.80 2,798,325.80 2,812,271.42KEYBANK VAR 06/24 49327M3C6 0.4330 6/14/2024 97.2775 3,400,000.00 3,297,422.00 3,297,422.00 3,307,434.83MITSUBISHI UFJ VAR 09/24 606822BV5 0.8480 9/15/2024 96.4317 3,000,000.00 2,889,510.00 2,889,510.00 2,892,952.08MORGAN STANLEY VAR 04/25 61747YEQ4 3.6200 4/17/2025 99.0860 4,100,000.00 4,044,486.00 4,044,486.00 4,062,525.88NTT FINANCE 4.142% 07/24 62954WAH8 4.1420 7/26/2024 101.0106 2,500,000.00 2,500,000.00 2,500,000.00 2,525,265.85PACCAR 3.15% 06/24 69371RR81 3.1500 6/13/2024 99.7461 2,800,000.00 2,788,100.00 2,788,186.60 2,792,891.78PROTECTIVE 0.781% 07/24 74368CBF0 0.7810 7/5/2024 94.2727 2,581,000.00 2,434,588.39 2,436,492.24 2,433,179.63PUBLIC 2.875% 06/24 744573AN6 2.8750 6/15/2024 98.5992 2,600,000.00 2,553,460.00 2,553,931.45 2,563,579.41ROYAL BANK 2.55% 07/24 78013XZU5 2.5500 7/16/2024 98.0106 3,300,000.00 3,238,323.00 3,239,173.70 3,234,350.82SPECTRA 4.75% 03/24 84756NAD1 4.7500 3/15/2024 101.2779 2,500,000.00 2,525,850.00 2,525,633.50 2,531,947.93SUMITOMO 2.696% 07/24 86562MBM1 2.6960 7/16/2024 97.7258 2,750,000.00 2,670,497.50 2,671,809.82 2,687,459.09TOTALENERGIE 2.434% 01/25 89153VAS8 2.4340 1/10/2025 98.2838 3,300,000.00 3,224,265.00 3,225,770.40 3,243,366.36WYETH LLC 6.45% 02/24 983024AF7 6.4500 2/1/2024 104.7503 3,000,000.00 3,139,770.00 3,138,258.96 3,142,508.25

88,756,000.00 87,257,612.74 87,270,235.49 87,582,858.97 Government Bond

EQUINOR ASA 2.875% 04/25 29446MAD4 2.8750 4/6/2025 99.0020 3,300,000.00 3,232,614.00 3,233,430.00 3,267,065.673,300,000.00 3,232,614.00 3,233,430.00 3,267,065.67



AMERICREDIT 4.38% 04/28 03065WAD7 4.3800 4/18/2028 100.9741 1,989,000.00 2,002,817.11 2,002,777.51 2,008,374.05AVIS BUDGET 4.62% 02/27 05377RFK5 4.6200 2/20/2027 101.3372 3,000,000.00 3,000,117.19 3,000,116.42 3,040,115.70COMM 4.051% 04/47 12591VAE1 4.0510 4/10/2047 99.9147 3,300,000.00 3,283,371.09 3,283,393.17 3,297,185.43COMM 3.796% 08/47 12592GBD4 3.7960 8/10/2047 99.2925 697,000.00 693,052.15 693,053.87 692,068.86FNMA REMICS 4% 07/53 3136AXJT3 4.0000 7/25/2053 100.7063 4,976,003.76 4,991,942.52 4,991,925.60 5,011,151.26FREDDIE MAC VAR 08/23 3137B5KW2 3.4580 8/25/2023 99.9739 1,026,059.69 1,024,616.81 1,024,616.81 1,025,792.09





FORD CREDIT 3.52% 07/30 34532PAA8 3.5200 7/15/2030 99.7529 4,250,000.00 4,230,742.19 4,230,808.29 4,239,496.13GREATAMERICA 0.55% 12/26 39154TBK3 0.5500 12/15/2026 93.4625 1,070,000.00 996,813.67 997,087.63 1,000,048.32JPMBB 3.9342% 09/47 46643ABE2 3.9342 9/15/2047 99.7264 2,650,000.00 2,644,513.67 2,644,516.07 2,642,749.07MORGAN 4.064% 02/47 61690GAF8 4.0640 2/15/2047 99.8260 3,634,904.24 3,625,533.01 3,625,544.45 3,628,578.42SANTANDER 4.14% 02/27 80286FAC7 4.1400 2/16/2027 100.2352 4,340,000.00 4,336,609.38 4,336,631.71 4,350,209.42TOYOTA AUTO 2.56% 11/31 89231XAA9 2.5600 11/25/2031 98.2102 3,500,000.00 3,438,339.84 3,438,412.24 3,437,357.00

34,432,967.69 34,268,468.63 34,268,883.77 34,373,125.75 Totals $341,211,854.97 $339,481,582.65 $339,495,436.54 $339,945,937.67


Account: 3015465200 VA GENERAL/INCOM RES& MGT Created: 5-Aug-2022 04:05:23 PM [EDT]



Corporate BondAT&T INC NOTES FLT 06/24 00206RGD8 2.9013 6/12/2024 99.7100 2,250,000.00 2,250,000.00 2,250,000.00 2,243,475.27AT&T INC 4.3% 02/30 00206RGQ9 4.3000 2/15/2030 100.1564 1,845,000.00 1,800,221.85 1,800,736.09 1,847,886.08AT&T INC 2.3% 06/27 00206RJX1 2.3000 6/1/2027 93.2814 580,000.00 599,424.20 599,424.20 541,031.96AT&T INC 1.7% 03/26 00206RML3 1.7000 3/25/2026 93.3279 3,050,000.00 3,044,906.50 3,046,296.50 2,846,500.95ABBVIE INC 4.25% 11/28 00287YBF5 4.2500 11/14/2028 101.9918 2,448,000.00 2,603,622.16 2,603,627.21 2,496,758.58ALEXANDRIA 4.7% 07/30 015271AN9 4.7000 7/1/2030 101.2758 5,270,000.00 6,086,696.40 6,086,700.53 5,337,232.39AMAZON.COM 5.2% 12/25 023135BN5 5.2000 12/3/2025 105.9997 1,075,000.00 1,181,769.00 1,181,769.00 1,139,496.88AMERICAN 3.4% 02/24 025816CC1 3.4000 2/22/2024 99.8035 5,145,000.00 5,447,891.90 5,447,891.90 5,134,891.57AMERICAN 3.3% 05/27 025816CP2 3.3000 5/3/2027 98.7314 7,450,000.00 7,604,715.24 7,604,780.37 7,355,488.85AMERICAN 1.3% 09/26 02665WDZ1 1.3000 9/9/2026 91.9167 5,267,000.00 5,136,160.26 5,140,522.06 4,841,251.69AMERICAN 1.5% 01/25 02665WEA5 1.5000 1/13/2025 95.5889 7,861,000.00 7,854,789.81 7,855,927.47 7,514,244.29AMERISOURCEBE 3.25% 03/25 03073EAM7 3.2500 3/1/2025 98.9920 300,000.00 284,559.00 294,016.67 296,975.97ANHEUSER-BUSC 4.75% 01/29 035240AQ3 4.7500 1/23/2029 105.2810 4,115,000.00 4,908,137.00 4,908,137.00 4,332,312.99ARCH 4.011% 12/26 03939CAA1 4.0110 12/15/2026 99.9983 400,000.00 395,196.00 397,516.66 399,993.22ARIZONA 2.95% 09/27 040555CW2 2.9500 9/15/2027 95.2147 450,000.00 423,376.11 435,184.83 428,466.35AUTOMATIC 3.375% 09/25 053015AE3 3.3750 9/15/2025 101.3877 100,000.00 98,965.00 99,549.31 101,387.66AVALONBAY 2.9% 10/26 05348EAY5 2.9000 10/15/2026 96.0695 4,120,000.00 4,147,188.60 4,148,864.41 3,958,063.40AVALONBAY 2.3% 03/30 05348EBG3 2.3000 3/1/2030 88.5813 3,245,000.00 3,301,402.80 3,301,560.32 2,874,462.05BANK OF VAR 12/28 06051GHD4 3.4190 12/20/2028 95.6817 2,755,000.00 2,996,365.55 2,996,365.55 2,636,030.56BANK OF VAR 04/27 06051GHT9 3.5590 4/23/2027 97.6705 11,445,000.00 11,835,881.20 11,835,975.61 11,178,383.57BANK OF VAR 02/26 06051GHY8 2.0150 2/13/2026 94.6683 4,094,000.00 4,087,856.00 4,090,381.60 3,875,720.28BANK OF NEW VAR 02/28 06406RAB3 3.4420 2/7/2028 98.1556 3,370,000.00 3,249,825.80 3,251,703.56 3,307,845.17BANK OF NEW 1.6% 04/25 06406RAN7 1.6000 4/24/2025 95.0023 5,902,000.00 5,957,877.74 5,958,121.34 5,607,036.45BANK OF NEW 1.05% 10/26 06406RAV9 1.0500 10/15/2026 90.5223 3,960,000.00 3,956,990.40 3,957,576.58 3,584,681.58BANNER 2.48% 01/32 06654DAF4 2.4800 1/1/2032 88.0372 4,945,000.00 4,945,000.00 4,945,000.00 4,353,440.38BLACKSTONE 1.625% 08/28 09261BAC4 1.6250 8/5/2028 86.8568 6,300,000.00 5,903,672.35 5,924,500.31 5,471,977.01BOSTON 4.5% 12/28 10112RBA1 4.5000 12/1/2028 99.7903 4,510,000.00 4,675,725.40 4,677,253.94 4,500,541.13CVS 7.507% 01/32 126650BS8 7.5070 1/10/2032 110.3376 2,485,835.42 2,989,266.82 2,989,266.82 2,742,810.25CAPITAL ONE 3.8% 01/28 14040HBW4 3.8000 1/31/2028 96.7215 1,915,000.00 1,803,719.35 1,805,463.99 1,852,217.32CAPITAL ONE 3.9% 01/24 14040HCA1 3.9000 1/29/2024 100.0594 2,855,000.00 2,936,804.90 2,937,472.19 2,856,697.18CAPITAL ONE VAR 12/24 14040HCK9 1.3430 12/6/2024 95.9799 1,800,000.00 1,800,000.00 1,800,000.00 1,727,638.33CAPITAL ONE VAR 05/28 14040HCS2 4.9270 5/10/2028 101.0048 166,000.00 164,852.94 164,862.12 167,667.94CENTERPOINT 1.45% 06/26 15189TBA4 1.4500 6/1/2026 91.5198 5,095,000.00 4,967,081.15 4,972,077.30 4,662,932.28CINCINNATI 6.92% 05/28 172062AF8 6.9200 5/15/2028 113.8311 3,380,000.00 4,042,037.60 4,042,037.60 3,847,492.16CITIGROUP INC 3.7% 01/26 172967KG5 3.7000 1/12/2026 100.0833 4,200,000.00 4,632,224.46 4,632,224.46 4,203,496.92CITIGROUP INC 3.2% 10/26 172967KY6 3.2000 10/21/2026 97.7521 2,400,000.00 2,552,110.00 2,552,110.00 2,346,051.41CITIGROUP INC VAR 07/28 172967LP4 3.6680 7/24/2028 96.8529 9,000,000.00 9,257,213.20 9,257,308.30 8,716,757.94CNO GLOBAL 2.65% 01/29 18977W2C3 2.6500 1/6/2029 89.1675 2,477,000.00 2,473,383.58 2,473,678.27 2,208,679.99COMCAST CORP 3.95% 10/25 20030NCS8 3.9500 10/15/2025 101.6800 5,505,000.00 6,115,530.45 6,115,530.45 5,597,485.32COMMONWEALTH 2.55% 06/26 202795JH4 2.5500 6/15/2026 97.3142 1,565,000.00 1,653,946.35 1,653,946.35 1,522,966.60CONOCOPHILLIPS 2.4% 03/25 20826FAU0 2.4000 3/7/2025 97.4793 5,000,000.00 4,994,100.00 4,994,918.55 4,873,966.50COX 3.35% 09/26 224044CG0 3.3500 9/15/2026 97.5210 4,700,000.00 4,923,649.00 4,923,679.15 4,583,487.00DTE 3.375% 03/25 23338VAC0 3.3750 3/1/2025 99.7489 1,628,000.00 1,750,422.42 1,750,422.42 1,623,912.79





DANAHER CORP 3.35% 09/25 235851AQ5 3.3500 9/15/2025 99.4072 175,000.00 171,913.00 173,659.33 173,962.56JOHN DEERE 1.25% 01/25 24422EVY2 1.2500 1/10/2025 95.6124 5,889,000.00 5,886,232.17 5,886,754.25 5,630,612.82DIGITAL 4.45% 07/28 25389JAT3 4.4500 7/15/2028 99.3227 1,480,000.00 1,438,589.60 1,439,189.92 1,469,976.63TWDC 3.15% 09/25 25468PDF0 3.1500 9/17/2025 99.3842 700,000.00 775,201.00 775,201.00 695,689.25WALT DISNEY 3.35% 03/25 254687FN1 3.3500 3/24/2025 100.2626 524,000.00 523,711.80 523,848.78 525,375.78DOMINION 3.3% 03/25 25746UDE6 3.3000 3/15/2025 98.9495 1,250,000.00 1,364,112.50 1,364,112.50 1,236,869.31DOMINION 5.25% 08/33 257469AJ5 5.2500 8/1/2033 105.7267 2,279,000.00 2,882,137.35 2,882,137.35 2,409,510.38DUKE ENERGY 2% 08/31 26442UAL8 2.0000 8/15/2031 86.5538 4,605,000.00 4,407,544.30 4,410,643.33 3,985,803.32DUKE ENERGY 3.2% 01/27 26444HAC5 3.2000 1/15/2027 99.1482 1,282,000.00 1,328,587.88 1,328,587.88 1,271,080.21DUKE ENERGY 3.8% 07/28 26444HAE1 3.8000 7/15/2028 101.0836 6,010,000.00 6,547,514.30 6,547,526.89 6,075,125.44EOG 4.375% 04/30 26875PAU5 4.3750 4/15/2030 103.9321 2,755,000.00 3,043,598.70 3,043,598.70 2,863,329.71ERP 1.85% 08/31 26884ABN2 1.8500 8/1/2031 84.3015 4,505,000.00 4,242,364.15 4,246,969.72 3,797,781.49ECOLAB INC 2.7% 11/26 278865AV2 2.7000 11/1/2026 98.3344 890,000.00 913,604.05 919,049.69 875,176.26ECOLAB INC 1.65% 02/27 278865BL3 1.6500 2/1/2027 93.7969 1,633,000.00 1,632,510.10 1,632,571.45 1,531,703.90EMERSON 2% 12/28 291011BQ6 2.0000 12/21/2028 91.2689 8,734,000.00 8,484,943.06 8,489,472.77 7,971,425.99EXXON MOBIL 2.61% 10/30 30231GBN1 2.6100 10/15/2030 93.2008 10,953,000.00 10,795,947.45 10,797,639.83 10,208,288.44FEDERAL 1.25% 02/26 313747BB2 1.2500 2/15/2026 90.8193 4,140,000.00 4,039,411.45 4,041,859.06 3,759,917.03FLORIDA 2.85% 04/25 341081FZ5 2.8500 4/1/2025 99.5640 1,840,000.00 1,951,212.00 1,951,212.00 1,831,977.08GA GLOBAL 1.25% 12/23 36143L2F1 1.2500 12/8/2023 96.2500 3,615,000.00 3,612,505.65 3,613,312.77 3,479,438.37GA GLOBAL 3.85% 04/25 36143L2J3 3.8500 4/11/2025 98.1673 1,105,000.00 1,083,441.45 1,084,120.49 1,084,748.92GENUINE 2.75% 02/32 372460AC9 2.7500 2/1/2032 85.7953 4,694,000.00 4,465,408.40 4,469,501.78 4,027,230.58GILEAD 3.65% 03/26 375558BF9 3.6500 3/1/2026 100.3030 400,000.00 394,916.00 397,625.98 401,212.10GOLDMAN SACHS VAR 05/29 38141GWZ3 4.2230 5/1/2029 98.8889 13,545,000.00 14,521,072.70 14,521,129.73 13,394,499.07HEALTHPEAK 3.25% 07/26 40414LAQ2 3.2500 7/15/2026 97.5915 2,070,000.00 2,197,080.90 2,197,080.90 2,020,143.08HSBC USA INC 3.5% 06/24 40434CAD7 3.5000 6/23/2024 99.4526 572,000.00 629,772.00 629,772.00 568,868.59HOME DEPOT 2.7% 04/30 437076CB6 2.7000 4/15/2030 94.1896 1,616,000.00 1,640,266.56 1,641,221.36 1,522,104.31HONEYWELL 1.75% 09/31 438516CF1 1.7500 9/1/2031 86.3579 4,635,000.00 4,600,216.35 4,602,862.24 4,002,686.39HUNTINGTON 3.55% 10/23 44644AAE7 3.5500 10/6/2023 100.1112 1,970,000.00 1,988,907.75 1,991,015.64 1,972,189.99HUNTINGTON VAR 05/25 44644MAD3 4.0080 5/16/2025 100.1152 1,085,000.00 1,083,980.10 1,084,011.14 1,086,249.54INTERNATIONAL 1.95% 05/30 459200KJ9 1.9500 5/15/2030 86.8532 4,885,000.00 4,846,588.25 4,851,531.06 4,242,778.14INTERNATIONAL 2.2% 02/27 459200KM2 2.2000 2/9/2027 94.2584 6,631,000.00 6,462,513.41 6,465,760.65 6,250,271.25JPMORGAN CHASE VAR 04/24 46647PAP1 3.5590 4/23/2024 99.8230 4,145,000.00 4,321,833.47 4,324,407.73 4,137,663.97JPMORGAN CHASE VAR 07/29 46647PAV8 4.2030 7/23/2029 98.7217 10,220,000.00 10,988,033.80 10,988,087.77 10,089,354.57JPMORGAN CHASE VAR 12/29 46647PAX4 4.4520 12/5/2029 100.0082 225,000.00 220,225.50 220,255.59 225,018.53JPMORGAN CHASE VAR 02/27 46647PBW5 1.0400 2/4/2027 89.8911 624,000.00 624,000.00 624,000.00 560,920.41JPMORGAN CHASE VAR 06/25 46647PCK0 0.9690 6/23/2025 94.0583 2,460,000.00 2,460,000.00 2,460,000.00 2,313,835.31KKR GROUP 4.85% 05/32 48255GAA3 4.8500 5/17/2032 101.5501 7,950,000.00 7,909,235.95 7,909,795.63 8,073,233.59KILROY 4.375% 10/25 49427RAL6 4.3750 10/1/2025 99.4292 250,000.00 250,347.50 250,347.50 248,573.01LIBERTY 4.569% 02/29 53079EBG8 4.5690 2/1/2029 99.9246 4,385,000.00 4,898,465.05 4,898,471.88 4,381,692.35LINCOLN 3.05% 01/30 534187BJ7 3.0500 1/15/2030 90.4694 1,640,000.00 1,440,100.40 1,442,421.36 1,483,697.34LOWE'S COS 4.5% 04/30 548661DU8 4.5000 4/15/2030 102.2575 5,555,000.00 6,384,899.50 6,384,904.78 5,680,406.46MAGELLAN 5% 03/26 559080AK2 5.0000 3/1/2026 102.9269 375,000.00 394,935.00 394,935.00 385,976.06MARSH & 3.75% 03/26 571748AZ5 3.7500 3/14/2026 100.5274 4,097,000.00 4,603,936.21 4,603,936.21 4,118,608.73MARSH & 4.375% 03/29 571748BG6 4.3750 3/15/2029 101.8938 1,460,000.00 1,445,151.80 1,445,345.72 1,487,649.04





METLIFE INC 3.6% 11/25 59156RBQ0 3.6000 11/13/2025 100.6841 755,000.00 792,636.75 792,636.75 760,165.08METROPOLITAN 4.4% 06/27 59217GFB0 4.4000 6/30/2027 102.5403 3,785,000.00 3,789,381.00 3,789,384.36 3,881,150.62MICROSOFT 3.3% 02/27 594918BY9 3.3000 2/6/2027 101.5325 2,074,000.00 2,058,104.05 2,066,005.75 2,105,784.55MORGAN STANLEY VAR 04/24 61744YAQ1 3.7370 4/24/2024 99.8165 225,000.00 223,650.00 224,598.68 224,587.05MORGAN STANLEY 4% 07/25 6174468C6 4.0000 7/23/2025 100.8199 25,000.00 24,924.00 24,968.73 25,204.97MORGAN 3.875% 01/26 61746BDZ6 3.8750 1/27/2026 100.6382 975,000.00 1,007,210.07 1,007,210.07 981,222.32MORGAN STANLEY FLT 10/23 61746BEC6 4.1830 10/24/2023 100.1015 200,000.00 204,576.00 204,576.00 200,203.09MORGAN STANLEY VAR 04/28 61747YER2 4.2100 4/20/2028 100.0162 8,900,000.00 8,786,414.35 8,788,823.80 8,901,439.93NATIONAL 3.6% 12/26 637417AJ5 3.6000 12/15/2026 97.3355 175,000.00 165,662.00 170,169.07 170,337.16NATIONAL 2.85% 01/25 637432ND3 2.8500 1/27/2025 98.6616 10,825,000.00 11,054,575.35 11,063,148.85 10,680,118.31NISOURCE INC 3.49% 05/27 65473QBE2 3.4900 5/15/2027 98.2590 600,000.00 573,726.00 585,818.01 589,553.85NORTHROP 3.25% 01/28 666807BN1 3.2500 1/15/2028 97.9478 1,900,000.00 1,938,645.80 1,954,258.30 1,861,008.39NSTAR 1.95% 08/31 67021CAR8 1.9500 8/15/2031 86.4226 4,539,000.00 4,333,873.31 4,337,901.41 3,922,721.59OHIOHEALTH 2.297% 11/31 67777JAL2 2.2970 11/15/2031 88.8394 5,260,000.00 5,260,000.00 5,260,000.00 4,672,951.70ORACLE CORP 3.25% 11/27 68389XBN4 3.2500 11/15/2027 95.1778 2,880,000.00 3,054,676.90 3,058,150.18 2,741,119.86ORACLE CORP 2.95% 11/24 68389XBS3 2.9500 11/15/2024 98.2143 1,500,000.00 1,482,570.00 1,493,031.97 1,473,214.50ORACLE CORP 2.8% 04/27 68389XBU8 2.8000 4/1/2027 94.1498 1,185,000.00 1,082,070.90 1,083,559.15 1,115,675.37ORACLE CORP 1.65% 03/26 68389XCC7 1.6500 3/25/2026 91.9290 880,000.00 891,352.00 891,352.00 808,974.87PG&E 3.594% 06/30 693342AA5 3.5940 6/1/2032 99.6659 4,581,000.00 4,580,906.09 4,580,908.76 4,565,693.05PNC FINANCIAL 3.5% 01/24 693475AV7 3.5000 1/23/2024 100.3496 1,897,000.00 1,917,973.31 1,919,821.31 1,903,632.65PNC 1.15% 08/26 693475BB0 1.1500 8/13/2026 90.8593 1,620,000.00 1,446,028.20 1,449,727.40 1,471,920.16PACIFICORP 7.7% 11/31 695114BT4 7.7000 11/15/2031 125.3506 2,515,000.00 3,702,180.60 3,702,180.60 3,152,568.32PACIFICORP 3.5% 06/29 695114CU0 3.5000 6/15/2029 97.5319 2,965,000.00 3,100,891.00 3,100,912.78 2,891,820.09PENSKE TRUCK 4.45% 01/26 709599BE3 4.4500 1/29/2026 100.2610 5,350,000.00 5,762,283.50 5,762,290.88 5,363,963.93PEPSICO INC 2.25% 03/25 713448EQ7 2.2500 3/19/2025 98.1670 3,192,000.00 3,210,695.88 3,211,320.88 3,133,490.58PIEDMONT 2.044% 01/32 72014TAC3 2.0440 1/1/2032 83.5289 4,905,000.00 4,899,742.20 4,900,181.80 4,097,090.14PRINCIPAL 1.5% 11/26 74256LES4 1.5000 11/17/2026 90.5730 8,410,000.00 8,146,353.05 8,157,297.23 7,617,191.32PRUDENTIAL 3.878% 03/28 74432QCC7 3.8780 3/27/2028 100.6578 1,752,000.00 1,899,339.62 1,900,279.42 1,763,524.43PRUDENTIAL 2.1% 03/30 74432QCG8 2.1000 3/10/2030 87.2773 3,560,000.00 3,053,518.80 3,058,215.18 3,107,070.28PRUDENTIAL 1.5% 03/26 74432QCH6 1.5000 3/10/2026 93.1790 4,780,000.00 4,727,843.80 4,729,136.93 4,453,956.20PUBLIC 3.7% 05/28 74456QBU9 3.7000 5/1/2028 100.2521 2,300,000.00 2,419,293.65 2,419,304.28 2,305,797.29PUBLIC 1.9% 08/31 74456QCH7 1.9000 8/15/2031 86.8116 4,452,000.00 4,270,239.12 4,272,752.68 3,864,854.61REALTY 3.65% 01/28 756109AU8 3.6500 1/15/2028 98.1266 6,472,000.00 6,829,965.36 6,829,993.60 6,350,754.65ROCHE 1.93% 12/28 771196BW1 1.9300 12/13/2028 91.8979 3,400,000.00 3,400,000.00 3,400,000.00 3,124,527.92RYDER SYSTEM 2.5% 09/24 78355HKN8 2.5000 9/1/2024 96.9257 2,600,000.00 2,642,198.00 2,642,198.00 2,520,067.55RYDER SYSTEM 3.35% 09/25 78355HKR9 3.3500 9/1/2025 97.9265 1,830,000.00 1,836,885.30 1,836,917.78 1,792,054.73SSM HEALTH 3.688% 06/23 784710AB1 3.6880 6/1/2023 100.0730 2,482,000.00 2,384,897.68 2,456,721.43 2,483,812.16SALESFORCE 0.625% 07/24 79466LAG9 0.6250 7/15/2024 95.5814 3,120,000.00 3,118,408.80 3,119,003.97 2,982,138.53SCHLUMBERGER 3.9% 05/28 806851AK7 3.9000 5/17/2028 97.7426 4,500,000.00 4,791,348.00 4,791,399.99 4,398,415.16CHARLES 3.2% 03/27 808513AQ8 3.2000 3/2/2027 98.9405 1,670,000.00 1,781,856.60 1,786,543.60 1,652,306.17CHARLES 3.625% 04/25 808513BV6 3.6250 4/1/2025 100.4708 300,000.00 298,355.24 298,749.48 301,412.42CHARLES 3.3% 04/27 808513BW4 3.3000 4/1/2027 98.8504 6,761,000.00 7,093,524.42 7,093,550.20 6,683,278.65SEATTLE 1.208% 10/27 81257VAA9 1.2080 10/1/2027 87.4360 900,000.00 900,000.00 900,000.00 786,924.21SIMON 1.75% 02/28 828807DL8 1.7500 2/1/2028 87.9011 3,805,000.00 3,587,683.95 3,594,668.59 3,344,638.07





SOUTHERN 3.25% 07/26 842587CV7 3.2500 7/1/2026 98.3552 350,000.00 328,534.50 339,493.35 344,243.13STANFORD 3.31% 08/30 85434VAB4 3.3100 8/15/2030 97.0047 2,230,000.00 2,230,000.00 2,230,000.00 2,163,203.98STATE STREET 2.2% 03/31 857477BP7 2.2000 3/3/2031 84.9798 10,833,000.00 10,283,738.45 10,289,568.22 9,205,859.78STATE STREET VAR 02/28 857477BS1 2.2030 2/7/2028 93.1054 2,713,000.00 2,713,000.00 2,713,000.00 2,525,949.85TAMPA 3.875% 07/24 875127BK7 3.8750 7/12/2024 100.3954 3,100,000.00 3,098,822.00 3,098,860.40 3,112,258.61TEXAS 1.375% 03/25 882508BH6 1.3750 3/12/2025 95.6033 2,779,000.00 2,774,859.29 2,776,848.09 2,656,814.57TEXTRON INC 3% 06/30 883203CB5 3.0000 6/1/2030 89.9917 584,000.00 581,214.32 581,868.55 525,551.25UDR INC 2.1% 06/33 90265EAV2 2.1000 6/15/2033 78.4703 7,441,000.00 6,942,443.77 6,955,069.41 5,838,973.53VERIZON 3.5% 11/24 92343VCR3 3.5000 11/1/2024 100.2702 275,000.00 265,988.25 271,794.42 275,743.09VERIZON 2.625% 08/26 92343VDD3 2.6250 8/15/2026 96.7870 2,138,000.00 2,023,255.87 2,090,518.90 2,069,306.00VERIZON 1.75% 01/31 92343VFR0 1.7500 1/20/2031 83.6534 3,574,000.00 3,266,196.30 3,274,354.74 2,989,773.30VERIZON 2.1% 03/28 92343VGH1 2.1000 3/22/2028 91.4749 7,015,000.00 6,899,273.55 6,901,102.72 6,416,962.62VOLKSWAGEN 4.35% 06/27 928668BS0 4.3500 6/8/2027 99.4867 7,704,000.00 7,664,148.41 7,664,920.72 7,664,458.99WELLS FARGO & 3% 04/26 949746RW3 3.0000 4/22/2026 97.3653 7,601,000.00 7,970,388.47 7,972,075.21 7,400,735.01WELLS FARGO & 3% 10/26 949746SH5 3.0000 10/23/2026 96.9730 5,555,000.00 5,539,673.20 5,546,826.25 5,386,850.15WEC ENERGY 3.55% 06/25 976657AL0 3.5500 6/15/2025 99.4491 873,000.00 952,146.18 952,146.18 868,190.70

507,843,835.42 517,791,670.26 518,222,387.36 485,965,702.55 FHLMC

FHLMCGLD 5% 11/35 3128DFAR9 5.0000 11/1/2035 106.2282 1,288,776.59 1,363,888.11 1,363,888.11 1,369,044.57FHLMC MORTPASS FLT 04/35 3128JR6Z4 2.6260 4/1/2035 102.7379 314,485.63 331,015.17 331,015.17 323,096.01FHLMCGLD 4.5% 11/39 3128MJMW7 4.5000 11/1/2039 104.2410 105,188.06 112,436.17 112,436.17 109,649.08FHLMCGLD 4% 07/37 3128M9Z96 4.0000 7/1/2037 103.0357 562,089.18 593,970.18 593,970.18 579,152.55FHLMCGLD 4.5% 06/38 3128M93E0 4.5000 6/1/2038 104.2291 443,117.05 478,081.75 478,081.75 461,856.99FHLMC MORTPASS FLT 04/37 3128S6C59 2.5390 4/1/2037 103.1610 1,515,761.09 1,598,654.28 1,598,654.28 1,563,674.60FHLMC MORTPASS FLT 07/43 31288QEM8 2.7810 7/1/2043 101.7815 1,748,493.30 1,839,172.12 1,839,172.12 1,779,641.83FHLMC MORTPASS FLT 04/45 31288QFT2 2.9130 4/1/2045 100.6188 6,713,230.16 6,992,456.55 6,992,456.55 6,754,769.35FHLMC MORTPASS FLT 08/47 31288QFZ8 2.4950 8/1/2047 99.6403 5,932,401.48 6,203,067.29 6,203,067.29 5,911,063.28FHLMC MORTPASS FLT 09/47 31288QF21 2.6100 9/1/2047 101.7595 2,247,111.70 2,342,646.51 2,342,646.51 2,286,649.74FHLMC MORTPASS FLT 06/47 31288QF62 2.4120 6/1/2047 101.0478 2,201,528.49 2,297,845.37 2,297,845.37 2,224,596.30FHLMC MORTPASS FLT 06/44 31288QKP4 2.2210 6/1/2044 101.3186 5,761,765.75 6,042,651.84 6,042,651.84 5,837,741.72UMBS MORTPASS 4.5% 01/49 3131Y9DC4 4.5000 1/1/2049 103.1095 2,524,385.71 2,716,870.12 2,716,870.12 2,602,882.34UMBS MORTPASS 4.5% 06/50 3132DV6G5 4.5000 6/1/2050 102.5195 1,842,951.34 1,998,450.34 1,998,450.34 1,889,383.58UMBS MORTPASS 3.5% 05/35 3132D55G3 3.5000 5/1/2035 102.1614 743,925.26 793,210.32 793,210.32 760,004.42FHLMCGLD 6% 03/35 3132FCD69 6.0000 3/1/2035 108.8708 760,017.28 848,844.30 848,844.30 827,436.60FHLMCGLD 4.5% 01/49 3132XCSG1 4.5000 1/1/2049 104.0433 6,304,517.54 7,005,442.99 7,005,442.99 6,559,430.87UMBS MORTPASS 4.5% 03/49 31329QHG9 4.5000 3/1/2049 103.1634 435,759.83 465,514.06 465,514.06 449,544.62UMBS MORTPASS 5% 06/49 31329Q5X5 5.0000 6/1/2049 104.1753 457,892.18 492,234.09 492,234.09 477,010.74UMBS MORTPASS 4% 02/50 3133A2EC0 4.0000 2/1/2050 102.1812 1,284,483.76 1,387,041.77 1,387,041.77 1,312,500.51FHLMCGLD 4.5% 05/42 31335A3M8 4.5000 5/1/2042 104.1843 1,381,267.32 1,485,401.92 1,485,401.92 1,439,064.30FHLMCGLD 6.5% 12/35 31335BVT0 6.5000 12/1/2035 106.2603 429,078.89 476,679.82 476,679.82 455,940.58FHLMC MORTPASS FLT 03/45 31347A2T0 2.7130 3/1/2045 101.0468 214,050.90 217,893.05 217,893.05 216,291.51

45,212,278.49 48,083,468.12 48,083,468.12 46,190,426.09 FNMA

UMBS MORTPASS 5% 10/33 31371LDG1 5.0000 10/1/2033 105.7711 695,610.94 744,629.76 744,629.76 735,755.68





UMBS MORTPASS 5% 05/41 3138AFFM7 5.0000 5/1/2041 106.1435 261,514.84 290,118.03 290,118.03 277,581.13UMBS MORTPASS 5% 11/38 3138EHQQ8 5.0000 11/1/2038 106.1435 750,006.02 794,420.42 794,420.42 796,082.92FNMA MORTPASS FLT 04/44 3138EMV40 2.3660 4/1/2044 100.9522 128,072.65 132,275.03 132,275.03 129,292.10UMBS MORTPASS 5% 05/42 3138ENNE5 5.0000 5/1/2042 106.1641 125,263.04 138,905.01 138,905.01 132,984.37UMBS MORTPASS 4.5% 06/42 3138EPAB0 4.5000 6/1/2042 104.1513 344,177.97 374,858.22 374,858.22 358,465.99UMBS MORTPASS 6.5% 12/36 3138EPA20 6.5000 12/1/2036 106.3493 880,390.39 982,185.53 982,185.53 936,288.90UMBS MORTPASS 4% 03/39 3138EPMM3 4.0000 3/1/2039 102.9521 710,941.05 758,707.40 758,707.40 731,928.93FNMA MORTPASS FLT 08/44 3138EQCF7 2.8160 8/1/2044 100.2259 339,756.95 348,250.87 348,250.87 340,524.38UMBS MORTPASS 4.5% 08/38 3138ERZB9 4.5000 8/1/2038 104.1831 341,964.23 367,290.95 367,290.95 356,268.80UMBS MORTPASS 4.5% 03/47 3138WJ6W3 4.5000 3/1/2047 103.0749 8,668,465.80 9,405,285.39 9,405,285.39 8,935,013.93FNMA MORTPASS FLT 07/43 3138WTQA7 2.1730 7/1/2043 100.6579 782,937.81 768,808.24 771,014.49 788,088.82UMBS MORTPASS 4% 11/44 3138Y32E0 4.0000 11/1/2044 102.4370 4,202,587.80 4,630,726.43 4,630,726.43 4,305,003.35UMBS MORTPASS 5% 04/33 31385XAH0 5.0000 4/1/2033 105.5645 962,880.00 1,019,449.22 1,019,449.22 1,016,459.82UMBS MORTPASS 3% 11/31 3140FG5H8 3.0000 11/1/2031 99.7802 4,590,833.08 4,832,569.14 4,832,569.14 4,580,744.54FNMA MORTPASS 5.5% 03/41 3140FXDD1 5.5000 3/1/2041 104.2460 3,494,979.30 3,812,803.97 3,812,803.97 3,643,375.98FNMA MORTPASS FLT 01/40 3140JA3H9 2.2050 1/1/2040 102.2156 7,798,178.50 8,171,028.90 8,171,028.90 7,970,957.20FNMA MORTPASS FLT 02/45 3140JA4Z8 2.6440 2/1/2045 101.8517 2,251,420.30 2,372,434.15 2,372,434.15 2,293,109.20FNMA MORTPASS FLT 09/45 3140JBHN9 2.6770 9/1/2045 101.4324 5,634,831.59 5,933,301.58 5,933,301.58 5,715,544.69FNMA MORTPASS FLT 04/47 3140JBJ72 2.6720 4/1/2047 102.2070 5,668,716.60 5,934,437.69 5,934,466.03 5,793,824.61UMBS MORTPASS 4.5% 03/49 3140JN4A5 4.5000 3/1/2049 103.1338 2,674,859.50 2,896,371.29 2,896,371.29 2,758,684.41FNMA MORTPASS FLT 11/45 3140J5F20 2.4320 11/1/2045 101.5357 234,927.73 237,240.29 237,240.29 238,535.46UMBS MORTPASS 4.5% 08/42 3140J5GR4 4.5000 8/1/2042 104.4933 489,018.71 524,090.54 524,090.54 510,991.60FNMA MORTPASS FLT 04/45 3140J7PW9 1.9700 4/1/2045 100.9006 70,775.57 72,290.61 72,290.61 71,412.94FNMA MORTPASS FLT 06/41 3140J7WG6 2.7120 6/1/2041 102.7215 388,022.00 401,602.78 401,602.78 398,581.91UMBS MORTPASS 4% 04/48 3140J8KL6 4.0000 4/1/2048 102.0322 1,388,252.14 1,478,922.37 1,478,922.37 1,416,464.49FNMA MORTPASS FLT 11/44 3140J8NT6 2.0320 11/1/2044 101.2026 486,565.08 498,729.20 498,729.20 492,416.64UMBS MORTPASS 4.5% 07/47 3140J8RT2 4.5000 7/1/2047 104.6242 1,362,679.95 1,439,756.53 1,439,756.53 1,425,692.63FNMA MORTPASS FLT 04/38 3140J82K8 2.4160 4/1/2038 102.8664 3,380,574.94 3,610,876.62 3,610,876.62 3,477,474.56UMBS MORTPASS 2.5% 03/35 3140K7WX7 2.5000 3/1/2035 97.8526 5,534,380.26 5,787,751.11 5,787,751.11 5,415,534.15UMBS MORTPASS 4% 07/34 3140QBK49 4.0000 7/1/2034 102.4498 939,466.95 1,029,009.90 1,029,009.90 962,482.36UMBS MORTPASS 4.5% 10/49 3140QB4V7 4.5000 10/1/2049 102.5678 1,881,735.19 2,053,737.54 2,053,737.54 1,930,054.14UMBS MORTPASS 4.5% 12/49 3140QCLM6 4.5000 12/1/2049 102.5922 2,613,826.45 2,850,296.08 2,850,296.08 2,681,582.48UMBS MORTPASS 4.5% 08/50 3140QEQ70 4.5000 8/1/2050 100.0000 0.02 0.02 0.02 0.02UMBS MORTPASS 3.5% 02/35 3140XAVR0 3.5000 2/1/2035 101.9204 4,028,308.01 4,347,425.54 4,347,425.54 4,105,666.63UMBS MORTPASS 3.5% 02/36 3140XA5J7 3.5000 2/1/2036 101.4129 1,879,828.89 2,029,040.30 2,029,040.30 1,906,388.52UMBS MORTPASS 4.5% 08/49 3140XBDS6 4.5000 8/1/2049 103.1226 5,537,177.01 6,064,074.02 6,064,074.02 5,710,083.17UMBS MORTPASS 4.5% 01/50 3140XBJZ4 4.5000 1/1/2050 102.8366 10,022,690.94 10,578,972.63 10,578,972.63 10,306,996.80UMBS MORTPASS 4.5% 12/50 3140XBSP6 4.5000 12/1/2050 103.3343 3,963,050.11 4,325,297.66 4,325,297.66 4,095,191.60UMBS MORTPASS 4% 01/50 3140XBUU2 4.0000 1/1/2050 100.0000 0.05 0.05 0.05 0.05UMBS MORTPASS 3% 01/36 3140XDME3 3.0000 1/1/2036 99.9623 4,768,590.00 5,006,274.42 5,006,274.42 4,766,790.05UMBS MORTPASS 3% 11/34 3140XD4E3 3.0000 11/1/2034 99.9624 4,985,713.32 5,231,103.89 5,231,103.89 4,983,836.65UMBS MORTPASS 4.5% 12/50 3140XFCB5 4.5000 12/1/2050 103.5010 5,720,919.62 6,187,532.13 6,187,532.13 5,921,207.30UMBS MORTPASS 5% 08/49 3140X4T22 5.0000 8/1/2049 104.1454 4,028,902.20 4,172,431.84 4,172,431.84 4,195,914.62UMBS MORTPASS 5% 08/49 3140X4WY8 5.0000 8/1/2049 104.1326 659,808.07 712,180.33 712,180.33 687,075.51





UMBS MORTPASS 4.5% 01/50 3140X5TL7 4.5000 1/1/2050 102.7507 4,505,217.90 4,946,588.47 4,946,588.47 4,629,142.70UMBS MORTPASS 5% 10/49 3140X5XX6 5.0000 10/1/2049 104.3186 1,698,403.04 1,845,421.06 1,845,421.06 1,771,750.27UMBS MORTPASS 3% 12/34 3140X96K6 3.0000 12/1/2034 100.2076 1,967,367.35 2,092,172.21 2,092,172.21 1,971,451.76UMBS MORTPASS 4.5% 08/41 31410LC42 4.5000 8/1/2041 104.1525 544,215.34 585,175.14 585,175.14 566,813.65UMBS MORTPASS 4.5% 10/39 31417NCE9 4.5000 10/1/2039 104.1700 2,298,412.52 2,546,210.11 2,546,210.11 2,394,256.44UMBS MORTPASS 4.5% 04/31 31417YYC5 4.5000 4/1/2031 103.0215 302,601.11 327,092.89 327,092.89 311,744.24

126,989,818.83 135,690,153.50 135,692,388.09 129,941,513.09 GNMA1 (20 Day Lag)

GNMA II MORTPASS 4% 09/42 36177RFJ5 4.0000 9/20/2042 103.3363 652,756.40 679,580.61 679,580.61 674,534.21GNMA II MORTPASS 4% 06/45 36179RGA1 4.0000 6/20/2045 100.0000 0.08 0.09 0.09 0.08GNMA II 4.5% 06/45 36179RGB9 4.5000 6/20/2045 104.5598 816,126.11 857,059.94 857,059.94 853,339.47GNMA II MORTPASS 5% 03/42 36202F4T0 5.0000 3/20/2042 106.3070 84,180.77 92,809.30 92,809.30 89,490.03

1,553,063.36 1,629,449.94 1,629,449.94 1,617,363.79 Municipal Bond

BROCKTON 1.927% 11/27 111746JB0 1.9270 11/1/2027 91.7460 2,000,000.00 2,000,000.00 2,000,000.00 1,834,920.00CALIFORNIA ST 2.5% 10/29 13063DRE0 2.5000 10/1/2029 92.6430 1,900,000.00 2,101,837.00 2,101,837.00 1,760,217.00CONNECTICUT 3.631% 06/27 20772KQK8 3.6310 6/15/2027 101.3690 3,440,000.00 3,440,000.00 3,440,000.00 3,487,093.60DALLAS CNTY 5.621% 08/44 234667JL8 5.6210 8/15/2044 114.6630 500,000.00 617,720.00 617,720.00 573,315.00LOS ANGELES 1.806% 08/30 54438CYN6 1.8060 8/1/2030 88.4970 4,365,000.00 4,365,000.00 4,365,000.00 3,862,894.05LOUISIANA 3.615% 02/29 54627RAL4 3.6150 2/1/2029 99.9400 4,403,000.00 4,403,000.00 4,403,000.00 4,400,358.20MASSACHUSETTS 4.91% 05/29 57582PUT5 4.9100 5/1/2029 107.5360 5,775,000.00 6,176,268.00 6,176,268.00 6,210,204.00NORTH EAST INDPT 5% 02/26 659155NS0 5.0000 2/1/2026 106.5080 1,250,000.00 1,505,625.00 1,505,625.00 1,331,350.00OREGON SCH 5.55% 06/28 686053BN8 5.5500 6/30/2028 106.7870 2,000,000.00 2,450,320.00 2,450,320.00 2,135,740.00TEXAS ST G O 4.681% 04/40 882722VN8 4.6810 4/1/2040 105.5890 500,000.00 568,365.00 568,365.00 527,945.00

26,133,000.00 27,628,135.00 27,628,135.00 26,124,036.85 Money Market

INVESCO VAR 12/99 00499KPA5 2.0812 12/31/2099 100.0000 16,018,014.47 16,018,014.47 16,018,014.47 16,018,014.4716,018,014.47 16,018,014.47 16,018,014.47 16,018,014.47

Mortgage RelatedBMW VEHICLE 1.1% 03/25 05601XAC3 1.1000 3/25/2025 97.0764 1,429,000.00 1,428,786.36 1,428,822.54 1,387,221.61BENCHMARK 3.6623% 02/51 08161CAB7 3.6623 2/15/2051 99.5749 2,478,077.95 2,557,989.96 2,557,989.96 2,467,542.65BENCHMARK 3.571% 01/51 08162PAT8 3.5710 1/15/2051 99.5872 968,115.37 997,150.86 997,150.86 964,118.51BENCHMARK 1.691% 09/53 08162WAZ9 1.6910 9/15/2053 93.6223 1,353,000.00 1,350,568.83 1,350,618.81 1,266,710.12BMW VEHICLE 0.33% 12/24 09690AAC7 0.3300 12/26/2024 97.2441 3,211,000.00 3,210,668.62 3,210,758.55 3,122,508.69COMM 3.917% 10/47 12592MBK5 3.9170 10/10/2047 99.6931 2,850,000.00 2,986,488.28 2,986,488.28 2,841,251.93CNH EQUIPMENT 2.52% 08/24 12596TAC5 2.5200 8/15/2024 99.7515 350,853.32 350,775.92 350,822.72 349,981.41CNH EQUIPMENT 0.81% 12/26 12598LAC0 0.8100 12/15/2026 94.8345 1,000,000.00 999,883.80 999,900.90 948,345.10COMM 2.771% 12/45 12623SAE0 2.7710 12/10/2045 99.6938 1,542,519.56 1,593,977.05 1,593,977.05 1,537,796.83COMM 2.822% 10/45 12624PAE5 2.8220 10/15/2045 99.8227 1,467,360.36 1,487,906.04 1,488,099.66 1,464,758.73COMM 2.853% 10/45 12624QAR4 2.8530 10/15/2045 99.5990 6,453,921.32 6,572,738.94 6,572,738.94 6,428,041.10COMM 3.928% 11/46 12630BAZ1 3.9280 11/10/2046 99.5360 4,701,718.60 4,741,022.03 4,741,022.03 4,679,904.51COMM 3.828% 07/47 12632QAX1 3.8280 7/15/2047 99.3229 2,100,000.00 2,316,562.50 2,316,562.50 2,085,780.69CVS 5.88% 01/28 126650BC3 5.8800 1/10/2028 105.7516 756,893.14 848,848.46 848,848.46 800,426.79CVS 6.943% 01/30 126650BQ2 6.9430 1/10/2030 107.8503 1,441,797.51 1,723,311.87 1,723,311.87 1,554,982.61





CVS 5.926% 01/34 126650BY5 5.9260 1/10/2034 104.7990 4,065,989.82 4,757,208.09 4,757,208.09 4,261,116.06CITIGROUP VAR 09/46 17321JAD6 4.3710 9/10/2046 99.8144 8,230,000.00 8,841,019.54 8,841,019.54 8,214,723.47CITIGROUP 2.982% 11/52 17328HBB6 2.9820 11/10/2052 97.5565 1,363,000.00 1,414,983.32 1,414,983.32 1,329,694.96COMM 2.941% 01/46 20048EAY7 2.9410 1/10/2046 99.6051 984,101.91 997,517.98 997,517.98 980,215.99DELTA AIR LINES 2% 06/28 247361ZV3 2.0000 12/10/2029 86.9522 1,972,123.15 1,972,123.15 1,972,123.15 1,714,804.74DELTA AIR 3.204% 04/24 24737BAA3 3.2040 10/25/2025 97.2052 4,911,000.00 5,028,482.40 5,028,482.40 4,773,746.39CITIGROUP 3.778% 09/58 29425AAD5 3.7780 9/10/2058 99.4222 2,000,000.00 2,210,703.13 2,210,703.13 1,988,443.20FRESB 2019-SB62 VAR 03/39 30298AAC9 2.8300 3/25/2039 98.9963 2,321,429.46 2,332,674.45 2,332,674.45 2,298,128.34FRESB 2019-SB63 VAR 02/39 30298BAE3 2.5500 2/25/2039 98.8336 1,630,090.47 1,688,162.43 1,688,162.43 1,611,076.44FRESB 2019-SB70 VAR 10/39 302987AA0 2.3200 10/25/2039 97.9435 1,386,098.78 1,392,713.23 1,392,713.23 1,357,593.10FRESB 2020-SB71 VAR 11/39 30313KAA2 2.1300 11/25/2039 97.3591 1,646,111.94 1,654,281.60 1,654,281.60 1,602,640.26FNMA REMICS 3.5% 04/48 3136B1WE0 3.5000 4/25/2048 98.7284 2,357,746.82 2,451,653.58 2,451,653.58 2,327,765.71FHLMC VAR 05/23 3137B4GY6 3.3100 5/25/2023 99.7013 5,713,000.00 5,750,714.73 5,750,714.73 5,695,935.27FHLMC REMICS 4% 01/47 3137FHSC8 4.0000 1/15/2047 101.4244 1,737,566.25 1,851,594.04 1,851,594.04 1,762,315.45FORD CREDIT 3.06% 04/26 34528QGW8 3.0600 4/15/2026 98.8759 4,548,000.00 4,917,437.97 4,917,437.97 4,496,874.11FORD CREDIT 1.06% 04/33 34532JAA2 1.0600 4/15/2033 92.0810 2,381,000.00 2,177,126.88 2,178,422.13 2,192,448.61FORD CREDIT 3.19% 07/31 34532RAA4 3.1900 7/15/2031 98.9499 8,000,000.00 7,879,375.00 7,880,290.25 7,915,994.40SEASONED CREDIT 3% 07/56 35563PBT5 3.0000 7/25/2056 98.1660 2,423,337.84 2,543,686.96 2,543,686.96 2,378,894.55SEASONED 3.5% 11/57 35563PFG9 3.5000 11/25/2057 99.4941 7,090,668.59 7,469,036.48 7,469,036.61 7,054,794.77SEASONED 3.5% 03/58 35563PHF9 3.5000 3/25/2058 99.5338 2,970,876.47 2,976,045.08 2,978,373.98 2,957,024.76SEASONED 3.5% 07/58 35563PJF7 3.5000 7/25/2058 99.5449 2,309,340.99 2,402,423.47 2,402,423.47 2,298,831.87SEASONED 3.5% 08/58 35563PKG3 3.5000 8/25/2058 99.5698 3,605,448.68 3,688,162.49 3,688,163.77 3,589,936.59SEASONED 3.5% 10/58 35563PLH0 3.5000 10/25/2058 99.5391 4,098,275.93 4,299,840.74 4,299,841.80 4,079,388.21SEASONED CREDIT 3% 02/59 35563PML0 3.0000 2/25/2059 98.0741 6,149,137.30 6,060,983.66 6,061,410.70 6,030,709.22GS MORTGAGE VAR 07/46 36198EAE5 4.0384 7/10/2046 99.7426 2,075,455.00 2,076,914.30 2,076,914.30 2,070,112.36GS MORTGAGE 3.629% 11/47 36250HAE3 3.6290 11/10/2047 99.0581 1,182,000.00 1,277,160.23 1,277,160.23 1,170,866.51GS MORTGAGE 3.998% 04/47 36252WAX6 3.9980 4/10/2047 99.6556 2,950,000.00 3,064,337.89 3,064,338.33 2,939,840.50GM FINANCIAL 3.64% 04/27 36265WAD5 3.6400 4/16/2027 100.6116 5,300,000.00 5,299,963.43 5,299,963.93 5,332,415.86HYUNDAI AUTO 0.38% 05/25 44891RAC4 0.3800 5/15/2025 97.8407 1,564,729.75 1,564,369.39 1,564,509.17 1,530,941.76HYUNDAI AUTO 1.16% 01/25 44891WAC3 1.1600 1/15/2025 96.9407 3,400,000.00 3,399,924.86 3,399,938.93 3,295,983.12HYUNDAI AUTO 3.8% 08/28 44918MAE0 3.8000 8/15/2028 100.9651 1,800,000.00 1,799,519.40 1,799,523.58 1,817,371.44JPMBB 2.8164% 11/48 46590JAT4 2.8164 11/15/2048 99.8825 170,043.73 173,271.90 173,271.90 169,843.93JPMBB VAR 08/46 46640LAD4 4.1327 8/15/2046 100.0885 753,793.65 785,388.20 785,388.20 754,460.46JPMBB 4.131% 11/45 46640NAE8 4.1310 11/15/2045 99.7998 2,918,000.00 3,088,520.63 3,088,520.63 2,912,157.58JPMBB 3.9342% 09/47 46643ABE2 3.9342 9/15/2047 99.7264 2,825,000.00 3,079,371.10 3,079,371.10 2,817,270.24JPMBB 3.7697% 12/48 46645JAD4 3.7697 12/15/2048 99.4436 1,095,000.00 1,208,520.70 1,208,520.70 1,088,906.87JP MORGAN VAR 10/51 46653PAM9 2.5000 10/25/2051 93.7839 1,645,026.05 1,538,093.52 1,538,833.37 1,542,770.08JOHN DEERE 0.52% 03/26 47789QAC4 0.5200 3/16/2026 95.0583 4,600,000.00 4,599,589.68 4,599,684.96 4,372,681.80KUBOTA CREDIT 4.09% 12/26 50117JAC7 4.0900 12/15/2026 100.8190 9,500,000.00 9,498,258.65 9,498,273.77 9,577,801.20MORGAN 4.064% 02/47 61690GAF8 4.0640 2/15/2047 99.8260 10,917,398.33 11,004,065.07 11,004,067.58 10,898,398.78MORGAN 4.051% 04/47 61763KBA1 4.0510 4/15/2047 99.6060 1,190,000.00 1,281,341.80 1,281,341.80 1,185,310.81MORGAN 3.892% 06/47 61763MAF7 3.8920 6/15/2047 99.4087 9,452,000.00 9,717,071.81 9,717,076.11 9,396,105.60MORGAN 3.635% 10/48 61765TAF0 3.6350 10/15/2048 99.1904 8,040,000.00 8,773,068.43 8,773,070.30 7,974,911.38NEXTGEAR 2.8% 03/27 65341KBT2 2.8000 3/15/2027 97.4373 7,465,000.00 7,464,448.34 7,464,491.24 7,273,693.70





NISSAN AUTO 1.93% 07/24 65479JAD5 1.9300 7/15/2024 99.5628 312,160.91 321,025.79 321,025.79 310,796.24NISSAN AUTO 0.52% 08/24 65480DAC7 0.5200 8/15/2024 97.2435 3,900,000.00 3,899,699.70 3,899,781.77 3,792,498.06PFS FINANCING 2.47% 02/27 69335PEF8 2.4700 2/15/2027 96.2722 7,265,000.00 7,264,124.57 7,264,204.25 6,994,175.33SANTANDER 1.34% 07/25 80287CAC3 1.3400 7/21/2025 95.5465 2,100,000.00 2,099,838.09 2,099,864.22 2,006,476.50UNITED STATES 2.2% 02/45 83162CE74 2.2000 2/1/2045 94.7970 5,084,570.86 5,084,570.86 5,084,570.86 4,820,020.64UNITED STATES 1.45% 08/46 83162CL68 1.4500 8/1/2046 89.3544 6,141,304.25 6,141,304.25 6,141,304.25 5,487,524.95UNITED STATES 1.56% 09/46 83162CL92 1.5600 9/1/2046 90.0682 5,052,331.84 5,052,331.84 5,052,331.84 4,550,545.36UNITED STATES 1.75% 11/46 83162CM67 1.7500 11/1/2046 91.2458 8,492,004.91 8,492,004.91 8,492,004.91 7,748,601.21UNITED STATES 1.85% 12/46 83162CM83 1.8500 12/1/2046 90.7643 4,386,102.65 4,386,102.65 4,386,102.65 3,981,013.17UNITED STATES 4.99% 09/24 83162CPA5 4.9900 9/1/2024 99.0860 57,420.67 59,717.50 59,717.50 56,895.83UNITED STATES 3.5% 04/47 83162CP23 3.5000 4/1/2047 100.5192 3,715,000.00 3,715,000.00 3,715,000.00 3,734,286.42UNITED STATES 3.94% 05/47 83162CP56 3.9400 5/1/2047 103.5441 6,627,000.00 6,627,000.00 6,627,000.00 6,861,864.86UNITED STATES 4.01% 06/47 83162CP72 4.0100 6/1/2047 103.5481 7,169,000.00 7,169,000.00 7,169,000.00 7,423,362.57UNITED STATES 3.93% 07/47 83162CQ22 3.9300 7/1/2047 103.0510 7,365,000.00 7,365,000.00 7,365,000.00 7,589,705.41UNITED STATES 5.37% 04/28 83162CRS4 5.3700 4/1/2028 102.5880 1,582,541.03 1,765,584.16 1,765,584.16 1,623,496.88UNITED STATES 4.22% 02/31 83162CTV5 4.2200 2/1/2031 100.4700 188,453.37 188,453.37 188,453.37 189,339.03UNITED STATES 4.09% 03/31 83162CTX1 4.0900 3/1/2031 100.0536 231,462.29 231,462.29 231,462.29 231,586.26UNITED STATES 3.29% 08/31 83162CUE1 3.2900 8/1/2031 98.4661 274,215.68 274,215.68 274,215.68 270,009.35UNITED STATES 2.87% 11/31 83162CUK7 2.8700 11/1/2031 97.2902 304,075.92 304,075.92 304,075.92 295,836.10UNITED STATES 2.42% 06/32 83162CUV3 2.4200 6/1/2032 97.8912 1,679,931.40 1,760,778.10 1,760,778.10 1,644,505.17UNITED STATES 2.2% 09/32 83162CVA8 2.2000 9/1/2032 96.1905 535,597.40 531,116.26 533,166.67 515,193.60UNITED STATES 1.93% 12/32 83162CVE0 1.9300 12/1/2032 95.3188 396,053.08 396,053.08 396,053.08 377,512.92UNITED STATES 3.46% 01/34 83162CWA7 3.4600 1/1/2034 99.7620 548,917.38 548,917.38 548,917.38 547,610.90UNITED STATES 3.21% 03/34 83162CWD1 3.2100 3/1/2034 98.7663 405,449.49 405,449.49 405,449.49 400,447.30UNITED STATES 2.98% 06/35 83162CXB4 2.9800 6/1/2035 98.5699 596,620.28 596,620.28 596,620.28 588,087.77UNITED STATES 2.82% 12/35 83162CXL2 2.8200 12/1/2035 98.4933 988,769.51 988,769.51 988,769.51 973,872.12UNITED STATES 2.75% 08/37 83162CYU1 2.7500 8/1/2037 97.7469 2,819,192.93 2,916,983.68 2,916,983.68 2,755,672.85UNITED STATES 2.78% 12/37 83162CZA4 2.7800 12/1/2037 98.0912 1,001,694.51 1,001,694.51 1,001,694.51 982,573.86UNITED STATES 3.5% 05/38 83162CZL0 3.5000 5/1/2038 101.3577 1,245,637.66 1,319,694.71 1,319,694.71 1,262,550.06UNITED STATES 3.54% 07/38 83162CZP1 3.5400 7/1/2038 101.4547 2,220,281.64 2,220,281.64 2,220,281.64 2,252,580.30SOUTHWEST 6.15% 08/22 84474YAA4 6.1500 2/1/2024 100.0003 161,168.92 174,589.08 174,589.08 161,169.40SPIRIT 4.1% 04/28 84858DAA6 4.1000 10/1/2029 92.9199 521,242.96 521,242.96 521,242.96 484,338.54TOYOTA AUTO 0.72% 01/27 89239BAD3 0.7200 1/15/2027 92.8621 1,000,000.00 999,657.40 999,713.74 928,620.80UBS-BARCLAYS 3.525% 05/63 90269CAD2 3.5250 5/10/2063 99.9009 185,862.32 191,451.89 191,451.89 185,678.11UBS-BARCLAY 3.2443% 04/46 90349GBF1 3.2443 4/10/2046 99.4406 3,274,000.00 3,266,233.76 3,267,268.22 3,255,684.59UNITED 5.875% 10/27 90931GAA7 5.8750 4/15/2029 100.8215 4,003,833.75 4,048,876.88 4,048,876.88 4,036,726.85UNITED 3.1% 07/28 90931LAA6 3.1000 1/7/2030 92.4697 1,067,446.36 1,067,446.36 1,067,446.36 987,063.91UNITED 2.9% 05/28 90932MAA3 2.9000 11/1/2029 86.1635 1,989,863.37 2,046,435.19 2,046,435.19 1,714,535.33VERIZON MASTER 0.5% 05/27 92348KAA1 0.5000 5/20/2027 94.8379 4,021,000.00 4,020,704.86 4,020,763.34 3,813,432.76VERIZON 1.53% 07/28 92348KAH6 1.5300 7/20/2028 95.2961 2,351,000.00 2,350,447.28 2,350,491.67 2,240,410.84WFRBS VAR 08/46 92938CAD9 4.1530 8/15/2046 99.5215 2,060,000.00 2,104,257.81 2,104,257.81 2,050,141.87WFRBS 4.101% 03/47 92938VAQ8 4.1010 3/15/2047 99.8224 3,370,000.00 3,570,461.72 3,570,461.75 3,364,014.21WFRBS 3.917% 10/57 92939HAY1 3.9170 10/15/2057 99.7374 2,850,000.00 2,982,257.81 2,982,257.81 2,842,516.76WFRBS 3.607% 11/47 92939KAE8 3.6070 11/15/2047 98.9241 1,659,000.00 1,814,790.47 1,814,790.47 1,641,151.15





WELLS FARGO 3.148% 05/48 94989HAQ3 3.1480 5/15/2048 97.9757 3,506,000.00 3,754,022.11 3,754,022.11 3,435,028.04WELLS FARGO 3.839% 09/58 94989TAZ7 3.8390 9/15/2058 99.5964 13,194,000.00 13,472,736.83 13,472,742.86 13,140,754.29WFRBS 4.045% 03/47 96221TAE7 4.0450 3/15/2047 99.5664 7,573,000.00 7,883,019.69 7,883,019.69 7,540,164.23WORLD OMNI 2.59% 07/24 98162VAD1 2.5900 7/15/2024 99.9436 60,326.07 61,056.58 61,056.58 60,292.03WORLD OMNI 3.04% 05/24 98162YAD5 3.0400 5/15/2024 99.9972 157,108.58 157,082.45 157,099.47 157,104.18WORLD OMNI 0.44% 08/26 98164CAC3 0.4400 8/17/2026 96.1481 4,400,000.00 4,399,824.00 4,399,859.69 4,230,514.64

334,932,690.02 342,631,294.60 342,641,248.65 329,472,295.28 T-Note

UNITED 0.125% 01/24 91282CBE0 0.1250 1/15/2024 95.9844 73,855,000.00 70,733,472.26 70,894,338.13 70,889,260.16UNITED 1.125% 02/31 91282CBL4 1.1250 2/15/2031 88.5195 42,661,000.00 41,264,545.77 41,430,597.97 37,763,317.12UNITED 0.75% 04/26 91282CBW0 0.7500 4/30/2026 92.8203 68,910,000.00 68,444,762.84 68,534,358.01 63,962,477.00UNITED 0.625% 07/26 91282CCP4 0.6250 7/31/2026 91.9609 128,576,000.00 125,384,126.88 125,819,186.94 118,239,695.64UNITED 1.25% 08/31 91282CCS8 1.2500 8/15/2031 88.7773 30,191,000.00 29,668,700.20 29,708,983.16 26,802,767.93UNITED 1.875% 02/32 91282CDY4 1.8750 2/15/2032 93.3438 74,457,000.00 68,025,262.05 68,106,180.47 69,500,955.94UNITED 0.125% 01/30 912828Z37 0.1413 1/15/2030 113.6845 2,807,000.00 2,963,328.51 2,963,328.51 3,191,122.70UNITED STATES 1.5% 01/27 912828Z78 1.5000 1/31/2027 94.8477 173,826,000.00 162,821,957.32 163,111,613.42 164,869,886.52

595,283,000.00 569,306,155.83 570,568,586.61 555,219,483.01 T-Bond

UNITED 1.75% 08/41 912810TA6 1.7500 8/15/2041 78.1250 4,863,000.00 4,550,514.26 4,558,611.71 3,799,218.754,863,000.00 4,550,514.26 4,558,611.71 3,799,218.75

Totals $1,658,828,700.59 $1,663,328,855.98 $1,665,042,289.95 $1,594,348,053.88


Account: 3015465500 VA GENERAL/DODGE & COX Created: 5-Aug-2022 04:05:23 PM [EDT]



Corporate BondAT&T INC 6.55% 02/39 00206RAS1 6.5500 2/15/2039 117.5843 775,000.00 762,188.50 767,952.62 911,278.06AT&T INC 4.3% 12/42 00206RBH4 4.3000 12/15/2042 91.9204 2,800,000.00 3,161,910.00 3,147,893.74 2,573,772.57ABBVIE INC 4.05% 11/39 00287YCA5 4.0500 11/21/2039 94.6787 750,000.00 866,670.00 859,677.95 710,090.01ALABAMA 3.05% 03/32 010392FX1 3.0500 3/15/2032 94.9261 3,900,000.00 3,661,252.00 3,663,430.24 3,702,115.95ALTRIA GROUP 5.95% 02/49 02209SBF9 5.9500 2/14/2049 91.8020 1,325,000.00 1,675,237.25 1,666,671.50 1,216,377.00ALTRIA GROUP 2.45% 02/32 02209SBL6 2.4500 2/4/2032 78.7728 1,750,000.00 1,475,822.50 1,478,406.50 1,378,524.77ANHEUSER-BUSC 4.95% 01/42 035240AG5 4.9500 1/15/2042 102.1603 1,250,000.00 1,365,125.00 1,340,721.53 1,277,003.56AT&T INC 5.35% 09/40 04650NAB0 5.3500 9/1/2040 104.0504 200,000.00 255,878.00 251,621.55 208,100.89BAT CAPITAL 3.734% 09/40 05526DBT1 3.7340 9/25/2040 72.6580 4,675,000.00 4,536,843.75 4,543,158.61 3,396,759.68BAT CAPITAL 4.742% 03/32 05526DBW4 4.7420 3/16/2032 91.6197 525,000.00 471,922.50 472,027.99 481,003.59BMW US 4.15% 04/30 05565EBL8 4.1500 4/9/2030 100.7281 2,625,000.00 2,579,377.50 2,579,891.42 2,644,113.75BANK OF 5.875% 02/42 06051GEN5 5.8750 2/7/2042 112.3805 1,740,000.00 2,297,564.98 2,203,405.58 1,955,421.03BANK OF VAR 04/40 06051GHU6 4.0780 4/23/2040 91.0384 1,000,000.00 893,340.00 893,340.00 910,383.60BANK OF VAR 02/31 06051GHZ5 2.4960 2/13/2031 87.3057 6,300,000.00 5,855,709.00 5,855,709.00 5,500,257.53BANK OF VAR 07/33 06051GKY4 5.0150 7/22/2033 104.2814 800,000.00 800,000.00 800,000.00 834,251.36BARCLAYS 4.337% 01/28 06738EAU9 4.3370 1/10/2028 97.1926 2,675,000.00 2,559,841.25 2,561,665.57 2,599,902.48BERKSHIRE 4.5% 02/45 084659AF8 4.5000 2/1/2045 97.5631 2,625,000.00 2,453,561.25 2,454,226.21 2,561,030.30BOSTON 3.25% 01/31 10112RBD5 3.2500 1/30/2031 88.7001 1,100,000.00 1,098,350.00 1,098,695.24 975,701.44BURLINGTON 5.75% 05/40 12189LAA9 5.7500 5/1/2040 114.9918 2,400,000.00 3,165,796.00 3,069,394.74 2,759,803.85BURLINGTON 4.95% 09/41 12189LAG6 4.9500 9/15/2041 105.8684 1,600,000.00 2,111,536.00 2,084,025.57 1,693,893.78BURLINGTON 4.9% 04/44 12189LAS0 4.9000 4/1/2044 106.1917 725,000.00 733,373.75 733,340.15 769,889.96CIGNA CORP 4.8% 08/38 125523AJ9 4.8000 8/15/2038 101.9880 850,000.00 1,033,209.00 1,008,837.11 866,897.68CSX CORP 6.22% 04/40 126408GS6 6.2200 4/30/2040 117.4144 750,000.00 982,417.50 931,185.15 880,607.65CSX 6.251% 01/23 126410LM9 6.2510 1/15/2023 101.2062 272,898.38 266,360.09 272,676.55 276,190.12CVS HEALTH 4.78% 03/38 126650CY4 4.7800 3/25/2038 100.0680 925,000.00 906,629.50 910,668.09 925,628.98CVS HEALTH 4.125% 04/40 126650DK3 4.1250 4/1/2040 92.1183 500,000.00 491,570.00 492,556.70 460,591.36CANADIAN 6.375% 11/37 136375BQ4 6.3750 11/15/2037 120.6129 1,337,000.00 1,868,274.40 1,716,137.73 1,612,593.99CANADIAN 5.75% 01/42 13645RAQ7 5.7500 1/15/2042 109.6901 300,000.00 347,829.00 336,114.52 329,070.44CAPITAL ONE VAR 05/33 14040HCT0 5.2680 5/10/2033 101.7272 1,000,000.00 1,000,000.00 1,000,000.00 1,017,271.72CHUBB CORP/THE 6% 05/37 171232AQ4 6.0000 5/11/2037 120.3029 1,350,000.00 1,518,829.18 1,459,138.15 1,624,089.51CHUBB 6.5% 05/38 171232AS0 6.5000 5/15/2038 120.3811 975,000.00 1,476,751.00 1,450,861.45 1,173,715.94CITIGROUP 8.125% 07/39 172967EW7 8.1250 7/15/2039 135.7765 735,000.00 1,086,131.55 974,821.53 997,957.10CITIGROUP INC VAR 03/31 172967MP3 4.4120 3/31/2031 98.9705 3,825,000.00 4,137,678.75 4,137,678.75 3,785,623.46CITIGROUP INC VAR 03/33 172967NN7 3.7850 3/17/2033 94.3252 3,875,000.00 3,613,618.00 3,613,618.00 3,655,100.96COCA-COLA 3.45% 03/30 191216CT5 3.4500 3/25/2030 100.4434 1,175,000.00 1,312,043.50 1,296,809.47 1,180,209.62COMCAST CORP 6.45% 03/37 20030NAM3 6.4500 3/15/2037 122.7102 2,950,000.00 3,917,164.97 3,743,324.30 3,619,950.28COMCAST CORP 3.75% 04/40 20030NDH1 3.7500 4/1/2040 92.0212 1,950,000.00 1,941,777.50 1,939,830.60 1,794,413.03COMMONWEALTH 2.95% 08/27 202795JK7 2.9500 8/15/2027 97.1229 1,775,000.00 1,798,454.25 1,797,118.14 1,723,930.68COMMONWEALTH 3.15% 03/32 202795JW1 3.1500 3/15/2032 95.3573 2,825,000.00 2,821,384.00 2,821,528.54 2,693,842.65CONOCOPHILLIPS 6.5% 02/39 20825CAQ7 6.5000 2/1/2039 121.2698 2,300,000.00 2,852,354.50 2,830,210.73 2,789,206.00WALT DISNEY 6.65% 11/37 254687EH5 6.6500 11/15/2037 125.0579 3,029,000.00 4,580,447.25 4,467,428.44 3,788,003.43DOW CHEMICAL 9.4% 05/39 260543BY8 9.4000 5/15/2039 142.8244 927,000.00 1,581,387.84 1,441,310.09 1,323,982.24EOG 4.375% 04/30 26875PAU5 4.3750 4/15/2030 103.9321 975,000.00 1,039,431.00 1,034,342.25 1,013,338.10





ERP 3.375% 06/25 26884ABD4 3.3750 6/1/2025 98.6281 1,750,000.00 1,751,572.50 1,751,185.08 1,725,992.56ERP OPERATING 2.5% 02/30 26884ABM4 2.5000 2/15/2030 89.3924 1,275,000.00 1,237,377.75 1,234,316.21 1,139,752.83EXELON CORP 3.35% 03/32 30161NBC4 3.3500 3/15/2032 93.7568 925,000.00 843,322.50 843,945.39 867,250.80EXXON MOBIL 3.482% 03/30 30231GBK7 3.4820 3/19/2030 99.1379 3,100,000.00 3,208,933.75 3,200,197.90 3,073,276.05EXXON MOBIL 2.61% 10/30 30231GBN1 2.6100 10/15/2030 93.2008 2,400,000.00 2,160,480.00 2,163,010.56 2,236,820.26GEORGIA 2.65% 09/29 373334KL4 2.6500 9/15/2029 90.5835 3,150,000.00 3,103,254.00 3,115,618.56 2,853,380.16GOLDMAN SACHS VAR 03/28 38141GZR8 3.6150 3/15/2028 97.1414 4,575,000.00 4,511,212.50 4,511,212.50 4,444,219.97GRUPO 6.125% 01/46 40049JBC0 6.1250 1/31/2046 109.7470 1,625,000.00 1,729,851.00 1,726,976.24 1,783,388.75HSBC HOLDINGS 4.3% 03/26 404280AW9 4.3000 3/8/2026 100.5752 825,000.00 865,878.75 841,692.68 829,745.80HSBC 4.95% 03/30 404280CF4 4.9500 3/31/2030 100.8703 775,000.00 914,476.75 882,579.57 781,744.50HSBC HOLDINGS VAR 06/31 404280CH0 2.8480 6/4/2031 85.8241 5,200,000.00 5,343,968.00 5,343,968.00 4,462,852.37HSBC HOLDINGS VAR 06/28 404280DF3 4.7550 6/9/2028 99.3548 1,750,000.00 1,720,124.25 1,720,124.25 1,738,709.02IMPERIAL 6.125% 07/27 45262BAF0 6.1250 7/27/2027 102.6879 2,575,000.00 2,548,117.00 2,548,293.04 2,644,212.52INTEL CORP 3.9% 03/30 458140BR0 3.9000 3/25/2030 100.9471 1,975,000.00 2,109,167.50 2,095,453.34 1,993,705.48JPMORGAN 5.5% 10/40 46625HHV5 5.5000 10/15/2040 108.2838 2,272,000.00 2,680,754.86 2,581,704.73 2,460,208.23JPMORGAN CHASE VAR 07/38 46647PAJ5 3.8820 7/24/2038 93.1020 1,400,000.00 1,614,822.50 1,614,822.50 1,303,428.00JPMORGAN CHASE VAR 03/31 46647PBJ4 4.4930 3/24/2031 100.5855 1,600,000.00 1,616,704.00 1,616,704.00 1,609,367.70JPMORGAN CHASE VAR 04/31 46647PBL9 2.5220 4/22/2031 87.7461 4,500,000.00 4,073,855.00 4,073,855.00 3,948,576.03JPMORGAN CHASE VAR 04/26 46647PCZ7 4.0800 4/26/2026 99.9202 400,000.00 400,000.00 400,000.00 399,680.66KINDER 5.55% 06/45 49456BAH4 5.5500 6/1/2045 99.9169 5,375,000.00 5,969,512.00 5,928,751.69 5,370,536.01KONINKLIJKE 6.875% 03/38 500472AC9 6.8750 3/11/2038 117.1164 1,700,000.00 2,300,453.00 2,168,880.40 1,990,978.43LAFARGE SA 7.125% 07/36 505861AC8 7.1250 7/15/2036 118.3367 1,163,000.00 1,564,031.44 1,512,703.25 1,376,256.31LLOYDS BANKING VAR 03/28 53944YAS2 3.7500 3/18/2028 96.7454 4,575,000.00 4,456,002.00 4,456,002.00 4,426,101.91LOCKHEED 4.07% 12/42 539830BB4 4.0700 12/15/2042 97.7986 1,925,000.00 2,294,272.75 2,282,594.17 1,882,622.67MASTERCARD 3.35% 03/30 57636QAP9 3.3500 3/26/2030 98.8712 1,500,000.00 1,666,500.00 1,627,589.16 1,483,067.67BERKSHIRE 5.15% 11/43 59562VBD8 5.1500 11/15/2043 105.7389 5,210,000.00 6,873,780.40 6,806,984.76 5,508,998.67NEXTERA ENERGY 5% 07/32 65339KCJ7 5.0000 7/15/2032 106.8632 975,000.00 974,268.75 974,276.95 1,041,916.64NIKE INC 2.85% 03/30 654106AK9 2.8500 3/27/2030 95.6922 350,000.00 349,485.50 349,605.62 334,922.72ORACLE CORP 3.6% 04/40 68389XBW4 3.6000 4/1/2040 77.5293 2,200,000.00 2,285,316.00 2,282,220.18 1,705,644.23PHILIP 4.375% 11/41 718172AM1 4.3750 11/15/2041 85.4401 975,000.00 951,204.00 955,447.35 833,041.43PHILIP 4.875% 11/43 718172BD0 4.8750 11/15/2043 89.7223 4,250,000.00 4,533,356.25 4,512,763.07 3,813,199.03PHILIP 2.75% 02/26 718172BT5 2.7500 2/25/2026 96.6225 475,000.00 439,213.50 458,419.64 458,956.64PROCTER & 2.8% 03/27 742718FG9 2.8000 3/25/2027 98.7818 325,000.00 324,181.00 324,456.52 321,040.92S&P GLOBAL 2.7% 03/29 78409VBB9 2.7000 3/1/2029 94.0546 3,225,000.00 3,200,748.00 3,202,173.00 3,033,259.46TRAVELERS 6.75% 06/36 792860AK4 6.7500 6/20/2036 126.2426 800,000.00 1,139,020.32 1,090,561.45 1,009,941.13SHELL 6.375% 12/38 822582AD4 6.3750 12/15/2038 120.3875 1,525,000.00 2,006,727.50 1,919,715.02 1,835,908.81SOUTHERN 3.7% 04/30 842587DE4 3.7000 4/30/2030 97.1752 1,375,000.00 1,280,950.00 1,282,001.84 1,336,159.44STATE STREET VAR 05/33 857477BU6 4.4210 5/13/2033 102.4130 3,875,000.00 3,876,408.75 3,876,408.75 3,968,503.52TRANSCANADA 5% 10/43 89352HAL3 5.0000 10/16/2043 99.2349 2,775,000.00 3,406,827.75 3,371,400.01 2,753,768.34TRANSCANADA 4.1% 04/30 89352HBA6 4.1000 4/15/2030 98.3057 1,350,000.00 1,294,596.00 1,295,219.04 1,327,127.60TRANSCONTINEN 3.25% 05/30 893574AP8 3.2500 5/15/2030 92.3117 888,000.00 800,833.92 801,803.84 819,727.94TRAVELERS 6.375% 03/33 89420GAE9 6.3750 3/15/2033 121.8410 1,000,000.00 1,174,110.00 1,085,745.30 1,218,409.94TYCO 7.125% 10/37 902133AG2 7.1250 10/1/2037 128.4314 1,025,000.00 1,396,306.25 1,289,673.50 1,316,421.68TYCO 2.5% 02/32 902133AY3 2.5000 2/4/2032 90.3445 2,850,000.00 2,793,940.50 2,796,717.04 2,574,817.20





UNITED 4.45% 04/30 911312BY1 4.4500 4/1/2030 106.3392 2,875,000.00 3,302,540.75 3,240,728.11 3,057,252.69UNITEDHEALTH 5.8% 03/36 91324PAR3 5.8000 3/15/2036 117.4407 2,000,000.00 2,275,648.00 2,244,868.34 2,348,814.04UNITEDHEALTH 5.7% 10/40 91324PBN1 5.7000 10/15/2040 114.3686 500,000.00 713,860.00 702,156.00 571,842.99UNITEDHEALTH 2.95% 10/27 91324PDE9 2.9500 10/15/2027 98.4456 950,000.00 942,048.50 945,859.14 935,233.16VERIZON 4.272% 01/36 92343VCV4 4.2720 1/15/2036 98.6117 1,450,000.00 1,495,320.50 1,503,966.76 1,429,869.01VIRGINIA 8.875% 11/38 927804FG4 8.8750 11/15/2038 143.2937 1,100,000.00 1,579,336.00 1,579,336.00 1,576,230.52VIRGINIA 2.4% 03/32 927804GG3 2.4000 3/30/2032 89.1337 3,000,000.00 2,576,430.00 2,580,236.40 2,674,010.22VIRGINIA 3.75% 05/27 927804GH1 3.7500 5/15/2027 101.3460 2,550,000.00 2,542,044.00 2,542,379.72 2,584,323.69ELEVANCE 4.625% 05/42 94973VAY3 4.6250 5/15/2042 100.0049 925,000.00 1,082,314.75 1,064,910.11 925,045.42WELLS FARGO & 3% 04/26 949746RW3 3.0000 4/22/2026 97.3653 2,800,000.00 2,702,771.00 2,758,676.40 2,726,227.87WELLS FARGO & VAR 02/31 95000U2J1 2.5720 2/11/2031 88.1953 2,400,000.00 2,069,592.00 2,069,592.00 2,116,686.43WELLS FARGO & VAR 04/31 95000U2L6 4.4780 4/4/2031 100.3314 3,300,000.00 3,496,587.50 3,496,587.50 3,310,935.61WELLS FARGO & VAR 04/26 95000U2X0 3.9080 4/25/2026 99.3656 950,000.00 950,000.00 950,000.00 943,973.25

194,698,898.38 208,869,453.20 206,798,521.58 193,829,975.03 FHLMC

FHLMCGLD 6% 03/23 3128MB5D5 6.0000 3/1/2023 100.0976 71.69 73.01 71.81 71.76FHLMCGLD 4.5% 01/44 3128MJT26 4.5000 1/1/2044 103.5797 108,426.93 115,864.35 113,811.44 112,308.25FHLMCGLD 6.5% 01/38 3128M5QY9 6.5000 1/1/2038 109.0415 25,473.30 28,096.26 26,988.95 27,776.47FHLMCGLD 4.5% 05/41 3128M8P81 4.5000 5/1/2041 104.3150 174,776.43 188,048.51 184,069.55 182,318.06FHLMCGLD 4.5% 12/43 3128M9YH9 4.5000 12/1/2043 103.9807 60,162.85 64,938.27 63,671.99 62,557.76FHLMC MORTPASS FLT 08/36 3128S4EP8 2.3530 8/1/2036 101.8250 30,175.19 30,450.75 30,450.75 30,725.90FHLMCGLD 6.5% 10/37 3128UNDB5 6.5000 10/1/2037 106.0507 16,758.60 16,999.50 16,885.29 17,772.62FHLMCGLD 5.5% 03/34 31283HZ65 5.5000 3/1/2034 107.1274 52,723.53 55,816.93 54,247.60 56,481.33FHLMCGLD 5.5% 01/35 31283H5J0 5.5000 1/1/2035 107.3295 31,418.01 34,147.43 32,891.18 33,720.80FHLMCGLD 4.5% 09/40 312942NM3 4.5000 9/1/2040 104.2301 140,550.45 150,301.15 147,205.91 146,495.92FHLMC MORTPASS FLT 05/44 31300MNQ2 2.5000 5/1/2044 100.9670 152,420.17 157,595.54 157,595.54 153,894.02FHLMC MORTPASS FLT 11/44 31300MR39 2.3480 11/1/2044 101.4382 145,559.67 145,419.79 145,419.79 147,653.13FHLMC MORTPASS FLT 01/45 31300MVS9 2.4760 1/1/2045 101.3037 112,121.89 115,947.75 115,947.75 113,583.65UMBS MORTPASS 2.5% 10/50 3132DVLF0 2.5000 10/1/2050 94.1981 14,333,686.06 15,012,296.50 14,992,020.40 13,502,055.77FHLMCGLD 4.5% 05/47 3132L8RZ2 4.5000 5/1/2047 102.8406 739,932.03 795,600.33 786,546.08 760,950.80FHLMCGLD 4.5% 05/47 3132WNEK4 4.5000 5/1/2047 103.1756 300,039.12 311,993.81 310,329.54 309,567.26FHLMC MORTPASS FLT 09/45 31326KCR6 3.0010 9/1/2045 101.6414 26,247.79 26,947.61 26,947.61 26,678.63UMBS MORTPASS 2.5% 07/50 3133KJK84 2.5000 7/1/2050 93.7167 4,507,929.61 4,688,951.17 4,676,423.51 4,224,683.41UMBS MORTPASS 2% 10/50 3133KKD97 2.0000 10/1/2050 90.3507 4,406,938.52 4,568,067.21 4,558,611.90 3,981,699.63UMBS MORTPASS 2.5% 02/51 3133KLA64 2.5000 2/1/2051 93.8203 4,347,470.85 4,550,239.62 4,544,250.67 4,078,812.06FHLMCGLD 4.5% 07/42 31335BAP1 4.5000 7/1/2042 104.1771 1,686,949.49 1,820,323.93 1,793,154.37 1,757,414.58FHLMC MORTPASS FLT 10/34 31349UCV8 2.3750 10/1/2034 103.0506 85,102.17 82,942.37 82,942.37 87,698.27FHLMC MORTPASS FLT 03/35 31349UM54 2.3310 3/1/2035 103.0295 30,510.36 29,781.82 29,781.82 31,434.67

31,515,444.71 32,990,843.61 32,890,265.82 29,846,354.75 FNMA

UMBS MORTPASS 6.5% 11/32 31371KVH1 6.5000 11/1/2032 110.5925 14,876.16 15,473.51 15,105.98 16,451.92UMBS MORTPASS 7% 08/37 31371NH40 7.0000 8/1/2037 111.0837 12,779.40 13,391.40 13,103.47 14,195.83UMBS MORTPASS 7% 11/37 31371NNA9 7.0000 11/1/2037 114.7970 18,535.85 19,485.82 19,044.26 21,278.60UMBS MORTPASS 6.5% 02/38 31374CL53 6.5000 2/1/2038 109.1916 12,218.32 13,422.98 12,909.76 13,341.38





UMBS MORTPASS 5% 09/25 3138EJWC8 5.0000 9/1/2025 102.9990 19,584.78 21,313.76 20,015.29 20,172.12UMBS MORTPASS 6% 07/39 3138EK7L3 6.0000 7/1/2039 105.4496 289,483.86 320,603.37 310,145.29 305,259.44UMBS MORTPASS 4.5% 01/32 3138EMBT7 4.5000 1/1/2032 102.7627 75,022.98 80,708.31 78,060.92 77,095.65FNMA MORTPASS FLT 02/44 3138EMRA1 1.9360 2/1/2044 100.7157 61,557.43 63,808.13 63,808.13 61,997.99UMBS MORTPASS 5% 09/39 3138EM5Y3 5.0000 9/1/2039 105.9585 427,429.07 470,973.40 457,266.66 452,897.56UMBS MORTPASS 4.5% 09/41 3138ENBK4 4.5000 9/1/2041 103.1593 121,702.14 132,370.11 129,260.52 125,547.02UMBS MORTPASS 3.5% 12/29 3138EQAF9 3.5000 12/1/2029 101.2170 105,343.09 111,005.27 108,313.16 106,625.10FNMA MORTPASS FLT 10/45 3138EQTS1 2.8820 10/1/2045 102.7777 124,486.18 127,146.08 127,146.08 127,944.01UMBS MORTPASS 4.5% 02/46 3138EREA4 4.5000 2/1/2046 103.7957 928,344.76 1,019,148.46 1,001,750.36 963,582.02FNMA MORTPASS FLT 07/46 3138ET4D5 2.5060 7/1/2046 100.7728 121,109.31 124,278.98 124,278.98 122,045.25FNMA MORTPASS 3.14% 12/31 3138LGAK2 3.1400 12/1/2031 98.2173 1,699,385.84 1,673,363.99 1,673,363.99 1,669,091.50FNMA MORTPASS 2.92% 11/36 3138LGDL7 2.9200 11/1/2036 93.4797 717,701.18 691,908.80 691,908.80 670,904.74FNMA MORTPASS 3.09% 12/36 3138LGEU6 3.0900 12/1/2036 93.1512 500,000.00 490,898.44 490,898.44 465,755.78FNMA MORTPASS 3.28% 12/32 3138LLU52 3.2800 12/1/2032 99.2899 2,537,950.34 2,547,467.65 2,547,467.65 2,519,929.47FNMA MORTPASS 3.76% 07/33 3138LNYX3 3.7600 7/1/2033 103.2348 428,715.75 433,203.84 433,203.84 442,583.93FNMA MORTPASS 3.33% 10/29 3138L7WS1 3.3300 10/1/2029 100.8555 1,828,972.60 1,852,263.43 1,852,263.43 1,844,619.06UMBS MORTPASS 4% 12/34 3138WDK26 4.0000 12/1/2034 103.5056 248,146.26 265,555.26 259,378.54 256,845.35UMBS MORTPASS 4% 09/35 3138WFQY5 4.0000 9/1/2035 103.5056 849,089.69 916,088.16 895,208.87 878,855.49FNMA MORTPASS FLT 05/44 3138XUGF3 3.2390 5/1/2044 101.7364 58,394.17 60,080.64 60,080.64 59,408.10UMBS MORTPASS 6.5% 05/31 31384WLF5 6.5000 5/1/2031 105.9465 19,104.76 19,871.94 19,371.34 20,240.83UMBS MORTPASS 6.5% 06/32 31385JF86 6.5000 6/1/2032 107.2540 9,603.73 9,989.36 9,748.09 10,300.38UMBS MORTPASS 6.5% 07/32 31385JJF6 6.5000 7/1/2032 108.6953 6,025.79 6,267.77 6,116.34 6,549.75UMBS MORTPASS 6.5% 10/32 31385WV63 6.5000 10/1/2032 107.0140 23,897.24 24,856.84 24,263.81 25,573.39UMBS MORTPASS 6.5% 05/32 31391K5X1 6.5000 5/1/2032 106.7790 10,113.85 10,519.98 10,265.05 10,799.47UMBS MORTPASS 4.5% 06/48 3140HBJG4 4.5000 6/1/2048 102.8790 226,456.49 235,859.73 234,620.51 232,976.09FNMA MORTPASS FLT 11/48 3140HMYC2 3.9210 11/1/2048 101.1083 440,464.30 458,495.81 458,495.81 445,345.93FNMA MORTPASS FLT 08/49 3140JAX86 3.7130 8/1/2049 100.8752 441,148.39 459,449.16 459,449.16 445,009.10UMBS MORTPASS 4.5% 01/43 3140J5QK8 4.5000 1/1/2043 103.1944 436,325.69 472,833.88 465,697.14 450,263.81UMBS MORTPASS 2.5% 08/50 3140KELC0 2.5000 8/1/2050 94.0430 11,955,256.06 12,444,674.35 12,427,284.03 11,243,081.58FNMA MORTPASS FLT 03/52 3140LQMU1 1.9820 3/1/2052 92.6534 8,604,621.00 7,956,585.48 7,956,585.48 7,972,475.63UMBS MORTPASS 2.5% 07/50 3140QEDC3 2.5000 7/1/2050 93.8418 3,952,967.41 4,153,549.60 4,140,145.01 3,709,534.39UMBS MORTPASS 2% 12/50 3140QGAA5 2.0000 12/1/2050 90.4235 2,141,190.21 2,233,110.83 2,228,212.52 1,936,138.25UMBS MORTPASS 2% 01/51 3140QGLX3 2.0000 1/1/2051 90.4188 3,065,093.39 3,203,980.43 3,196,973.04 2,771,421.43UMBS MORTPASS 2% 01/51 3140QGMX2 2.0000 1/1/2051 90.4203 1,823,718.58 1,898,946.96 1,895,328.15 1,649,011.63UMBS MORTPASS 3.5% 07/52 3140QPRA7 3.5000 7/1/2052 99.4544 26,536,677.64 25,674,235.62 25,675,890.00 26,391,881.32UMBS MORTPASS 2.5% 11/50 3140XBSX9 2.5000 11/1/2050 94.0621 14,509,150.38 15,177,931.53 15,156,306.46 13,647,607.19UMBS MORTPASS 2.5% 12/51 3140XD2A3 2.5000 12/1/2051 93.5962 7,404,535.73 7,648,654.03 7,643,547.17 6,930,367.11UMBS MORTPASS 3.5% 05/52 3140XHCB1 3.5000 5/1/2052 99.3421 20,124,916.68 19,684,684.13 19,687,941.20 19,992,510.63FNMA MORTPASS 6.5% 10/32 31400FB48 6.5000 10/1/2032 104.3717 19,149.44 20,053.07 19,477.77 19,986.60FNMA MORTPASS 6% 01/33 31400FCF2 6.0000 1/1/2033 102.9768 41,866.09 43,089.36 42,318.04 43,112.38FNMA MORTPASS 6.5% 08/32 31402BVL5 6.5000 8/1/2032 100.2625 2,510.52 2,628.98 2,555.38 2,517.11FNMA MORTPASS FLT 10/33 31402DGA2 2.2620 10/1/2033 102.3740 55,931.34 53,624.16 53,624.16 57,259.15UMBS MORTPASS 6% 04/35 31402RDG1 6.0000 4/1/2035 108.0697 152,537.27 164,883.26 158,931.85 164,846.52FNMA MORTPASS 7% 11/33 31402RYC7 7.0000 11/1/2033 104.5150 20,616.13 21,936.84 21,129.21 21,546.95





UMBS MORTPASS 6% 07/35 31403DA66 6.0000 7/1/2035 107.5315 80,840.63 81,674.29 81,217.12 86,929.12FNMA MORTPASS 7% 10/32 31405FD58 7.0000 10/1/2032 103.6346 11,029.66 11,624.25 11,251.01 11,430.54FNMA MORTPASS FLT 06/35 31406VYX8 3.2650 6/1/2035 99.8060 34,747.91 34,242.97 34,242.97 34,680.49FNMA MORTPASS FLT 07/35 31407JNR9 3.8080 7/1/2035 103.2460 71,149.61 70,527.06 70,527.06 73,459.10UMBS MORTPASS 7% 03/37 31410F6C4 7.0000 3/1/2037 114.1387 44,570.82 49,424.86 47,278.28 50,872.54FNMA MORTPASS FLT 05/36 31410F7D1 3.1710 5/1/2036 103.0390 40,157.76 40,102.86 40,102.86 41,378.17UMBS MORTPASS 6% 04/35 31410GJS3 6.0000 4/1/2035 108.7711 38,429.95 38,321.84 38,378.38 41,800.69UMBS MORTPASS 6% 03/36 31410GTM5 6.0000 3/1/2036 108.3088 56,446.88 57,509.68 56,970.08 61,136.94UMBS MORTPASS 6.5% 02/38 31410KL77 6.5000 2/1/2038 110.4904 51,012.45 53,067.80 52,109.99 56,363.85UMBS MORTPASS 6.5% 07/38 31410KRB2 6.5000 7/1/2038 109.3818 8,801.44 9,075.12 8,949.46 9,627.17UMBS MORTPASS 6.5% 10/38 31410KXM1 6.5000 10/1/2038 109.8691 28,130.14 31,193.67 29,942.81 30,906.32UMBS MORTPASS 5.5% 11/29 31414UWN4 5.5000 11/1/2029 104.1141 78,281.81 85,718.57 81,603.58 81,502.42UMBS MORTPASS 6% 02/23 31414UZL5 6.0000 2/1/2023 100.0687 2,605.25 2,666.31 2,607.67 2,607.04UMBS MORTPASS 4% 11/30 31416W5Z1 4.0000 11/1/2030 103.5041 77,918.31 82,983.00 80,339.78 80,648.67UMBS MORTPASS 4.5% 01/31 31417YV46 4.5000 1/1/2031 103.0191 28,070.77 30,421.72 29,273.11 28,918.25UMBS MORTPASS 3.5% 03/37 31418CG99 3.5000 3/1/2037 101.8709 1,105,794.27 1,149,507.69 1,137,930.72 1,126,482.06UMBS MORTPASS 6.5% 08/39 31418MEC2 6.5000 8/1/2039 109.7677 31,963.48 34,802.19 33,664.88 35,085.59UMBS MORTPASS 5.5% 09/38 31418MGG1 5.5000 9/1/2038 107.3578 86,626.25 95,410.66 92,078.50 93,000.02UMBS MORTPASS 6% 08/37 31418MG30 6.0000 8/1/2037 108.9486 160,227.17 169,340.11 165,225.82 174,565.26UMBS MORTPASS 5.5% 04/37 31418MH39 5.5000 4/1/2037 106.7420 55,835.41 59,900.92 58,101.22 59,599.84UMBS MORTPASS 7% 12/38 31418MKY7 7.0000 12/1/2038 114.1956 53,070.55 57,697.66 55,711.36 60,604.25FNMA MORTPASS 5.5% 02/38 31419AJ99 5.5000 2/1/2038 105.4497 53,300.04 57,006.04 55,428.89 56,204.75UMBS MORTPASS 6.5% 01/39 31419AP43 6.5000 1/1/2039 109.0344 57,780.17 64,379.77 61,735.63 63,000.25UMBS MORTPASS 5.5% 09/24 31419AQZ3 5.5000 9/1/2024 100.1463 239.24 258.15 242.37 239.59UMBS MORTPASS 5.5% 01/25 31419A6M4 5.5000 1/1/2025 100.4542 5,030.77 5,434.02 5,105.22 5,053.62

115,486,768.02 115,916,964.10 115,708,278.55 111,802,880.47 Government Bond

PETROLEOS 6.625% 06/35 706451BG5 6.6250 6/15/2035 73.1620 1,505,000.00 1,746,275.00 1,654,985.54 1,101,088.101,505,000.00 1,746,275.00 1,654,985.54 1,101,088.10

Municipal BondCALIFORNIA ST 7.5% 04/34 13063A5E0 7.5000 4/1/2034 131.3290 2,675,000.00 3,219,718.60 3,160,355.33 3,513,050.75CALIFORNIA ST 7.3% 10/39 13063A7D0 7.3000 10/1/2039 130.7630 3,050,000.00 4,196,196.50 4,166,339.89 3,988,271.50CALIFORNIA 7.625% 03/40 13063BFR8 7.6250 3/1/2040 135.7740 200,000.00 293,384.00 271,972.90 271,548.00LOS ANGELES 5.75% 07/34 544646XZ0 5.7500 7/1/2034 113.4860 2,250,000.00 2,202,877.69 2,235,422.24 2,553,435.00LOS ANGELES 6.758% 07/34 544646ZR6 6.7580 7/1/2034 121.3030 1,025,000.00 1,437,501.00 1,416,282.24 1,243,355.75

9,200,000.00 11,349,677.79 11,250,372.60 11,569,661.00 Money Market

INVESCO VAR 12/99 00499KPA5 2.0812 12/31/2099 100.0000 34,339,199.94 34,339,199.94 34,339,199.94 34,339,199.9434,339,199.94 34,339,199.94 34,339,199.94 34,339,199.94

Mortgage RelatedTBA UMBS SINGLE 3.5% 01F032690 3.5000 9/25/2052 98.6778 32,677,000.00 30,969,960.70 30,969,960.70 32,244,939.80BNSF 5.996% 04/24 05568YAA6 5.9960 4/1/2024 101.4268 145,756.69 145,756.69 145,756.69 147,836.30FNMA REMICS FLT 12/43 3136AHPA2 2.8590 12/25/2043 100.1636 840,552.91 842,260.26 842,260.26 841,927.80FNMA-ACES VAR 04/29 3136AWWF0 3.1170 4/25/2029 99.3592 577,623.10 581,996.53 581,996.53 573,921.46





FHLMC REMICS VAR 03/44 3137B8LR6 4.5000 3/15/2044 105.2173 250,633.98 281,414.97 281,414.97 263,710.26FHLMC VAR 09/43 31392W7B0 6.5000 9/25/2043 113.8140 206,754.44 209,959.45 209,959.45 235,315.58FNMA TRUST 6.5% 09/42 31393BU94 6.5000 9/25/2042 107.1564 106,926.78 109,762.82 108,509.29 114,578.93FNMA TRUST 7% 08/44 31394BZ80 7.0000 8/25/2044 110.2202 59,909.14 63,517.72 61,975.93 66,031.97SEASONED 4.5% 06/57 35563PCS6 4.5000 6/25/2057 102.6636 474,575.95 519,649.14 514,805.21 487,216.52GNMA 2017-H20 FLT 10/67 38375UQ29 0.4576 10/20/2067 98.6521 593,077.77 593,077.77 593,077.77 585,083.50GNMA 2018-H05 FLT 02/68 38380LAC7 0.9879 2/20/2068 97.0739 652,285.45 651,175.32 651,175.32 633,198.66GNMA 2018-H08 FLT 06/68 38380LDF7 2.7586 6/20/2068 97.4625 783,734.21 780,667.82 780,667.82 763,846.88GNMA 2018-H09 FLT 04/68 38380LFE8 2.8565 4/20/2068 98.9585 1,222,278.58 1,232,391.08 1,232,391.08 1,209,548.18GNMA 2018-H20 FLT 06/68 38380LNG4 1.6197 6/20/2068 98.8823 768,973.56 769,934.78 769,934.78 760,378.67GNMA 2022-H04 FLT 02/72 38382YMT7 2.3255 2/20/2072 99.8121 2,157,733.94 2,200,548.66 2,200,548.66 2,153,679.56UNITED STATES 4.72% 02/24 83162CNN9 4.7200 2/1/2024 99.7783 14,909.01 14,478.05 14,869.81 14,875.95UNITED STATES 4.88% 11/24 83162CPD9 4.8800 11/1/2024 99.7272 25,035.83 25,035.83 25,035.83 24,967.52UNION 4.698% 01/24 90783SAA0 4.6980 1/2/2024 100.4477 15,294.66 14,256.30 15,219.41 15,363.13UNION 5.082% 01/29 90783VAA3 5.0820 1/2/2029 103.1499 182,209.98 175,670.22 180,048.05 187,949.45UNION 6.176% 01/31 90783XAA9 6.1760 1/2/2031 108.2012 185,729.46 185,729.46 185,729.46 200,961.47

41,940,995.44 40,367,243.57 40,365,337.02 41,525,331.59 T-Note

UNITED 1.125% 02/31 91282CBL4 1.1250 2/15/2031 88.5195 24,335,000.00 23,520,646.42 23,520,646.42 21,541,227.87UNITED 1.625% 05/31 91282CCB5 1.6250 5/15/2031 92.0195 5,165,000.00 5,199,150.20 5,199,150.20 4,752,808.78UNITED 1.25% 05/28 91282CCE9 1.2500 5/31/2028 91.9492 21,715,000.00 21,729,420.11 21,729,420.11 19,966,772.91UNITED 1.25% 08/31 91282CCS8 1.2500 8/15/2031 88.7773 5,400,000.00 5,265,055.49 5,265,055.49 4,793,976.58UNITED 1.75% 01/29 91282CDW8 1.7500 1/31/2029 94.2891 3,600,000.00 3,550,781.25 3,550,781.25 3,394,406.23UNITED 2.875% 05/32 91282CEP2 2.8750 5/15/2032 101.7969 32,500,000.00 32,168,066.40 32,168,066.40 33,083,984.38UNITED 3.25% 06/29 91282CEV9 3.2500 6/30/2029 103.4063 22,000,000.00 22,244,062.50 22,244,062.50 22,749,375.00UNITED 3.25% 06/27 91282CEW7 3.2500 6/30/2027 102.5000 3,815,000.00 3,850,914.65 3,850,914.65 3,910,375.00

118,530,000.00 117,528,097.02 117,528,097.02 114,192,926.75 T-Bond

UNITED 2.75% 08/42 912810QX9 2.7500 8/15/2042 92.0273 3,560,000.00 3,362,277.48 3,362,277.48 3,276,173.45UNITED 1.25% 05/50 912810SN9 1.2500 5/15/2050 65.2695 1,265,000.00 1,155,449.02 1,155,449.02 825,659.57UNITED 1.625% 11/50 912810SS8 1.6250 11/15/2050 72.0781 1,200,000.00 1,190,625.00 1,190,625.00 864,937.50UNITED 1.875% 02/51 912810SU3 1.8750 2/15/2051 76.8672 7,625,000.00 7,159,611.15 7,159,611.15 5,861,123.09UNITED 2.375% 05/51 912810SX7 2.3750 5/15/2051 86.4648 1,000,000.00 1,103,046.87 1,103,046.87 864,648.44UNITED STATES 2% 08/51 912810SZ2 2.0000 8/15/2051 79.2383 2,655,000.00 2,803,721.48 2,803,721.48 2,103,776.36UNITED 1.75% 08/41 912810TA6 1.7500 8/15/2041 78.1250 1,955,000.00 1,917,350.98 1,917,350.98 1,527,343.75UNITED STATES 2% 11/41 912810TC2 2.0000 11/15/2041 81.6406 2,000,000.00 2,056,171.87 2,056,171.87 1,632,812.50UNITED 2.25% 02/52 912810TD0 2.2500 2/15/2052 84.3281 2,150,000.00 2,072,230.47 2,072,230.47 1,813,054.69

23,410,000.00 22,820,484.32 22,820,484.32 18,769,529.35 Totals $570,626,306.49 $585,928,238.55 $583,355,542.39 $556,976,946.98


Account: 3016142600 VA GENERAL/EARNEST PARTNE Created: 5-Aug-2022 04:05:22 PM [EDT]



Corporate BondAFLAC INC 6.9% 12/39 001055AD4 6.9000 12/17/2039 117.2312 850,000.00 1,180,403.75 1,118,730.69 996,465.26AFLAC INC 3.6% 04/30 001055BJ0 3.6000 4/1/2030 97.7656 1,000,000.00 1,111,680.00 1,102,931.12 977,655.66AT&T INC 4.85% 07/45 00206RJL7 4.8500 7/15/2045 97.9524 1,077,000.00 991,421.58 991,767.36 1,054,947.66ALLSTATE 1.45% 12/30 020002BJ9 1.4500 12/15/2030 82.3092 3,000,000.00 2,848,696.41 2,854,576.97 2,469,275.97AMERICAN 3.125% 05/26 025816CF4 3.1250 5/20/2026 98.3706 2,500,000.00 2,615,977.50 2,589,416.71 2,459,263.85AMERICAN VAR 08/33 025816DA4 - 8/3/2033 101.4951 2,680,000.00 2,680,000.00 2,680,000.00 2,720,067.45AMERICAN 4.3% 12/42 03040WAJ4 4.3000 12/1/2042 94.4987 2,375,000.00 2,471,727.30 2,453,971.40 2,244,343.77BANK OF VAR 12/28 06051GHD4 3.4190 12/20/2028 95.6817 3,500,000.00 3,653,991.00 3,622,765.38 3,348,859.15BURLINGTON 5.75% 05/40 12189LAA9 5.7500 5/1/2040 114.9918 1,265,000.00 1,763,929.25 1,709,710.92 1,454,646.61BURLINGTON 3.75% 04/24 12189LAR2 3.7500 4/1/2024 100.8544 347,000.00 361,652.60 349,993.23 349,964.91BURLINGTON 6.7% 08/28 12189TAJ3 6.7000 8/1/2028 114.2104 1,300,000.00 1,681,328.00 1,632,122.94 1,484,734.65CSX CORP 6% 10/36 126408GH0 6.0000 10/1/2036 116.6434 550,000.00 744,068.00 715,583.85 641,538.92CSX CORP 6.22% 04/40 126408GS6 6.2200 4/30/2040 117.4144 1,650,000.00 2,372,837.00 2,335,047.89 1,937,336.82CSX 6.251% 01/23 126410LM9 6.2510 1/15/2023 101.2062 263,801.77 288,226.18 264,693.01 266,983.79CVS 6.036% 12/28 126650BP4 6.0360 12/10/2028 103.5359 646,534.61 749,660.33 734,279.47 669,395.62CAL DIVE 4.93% 02/27 12802RAA3 4.9300 2/1/2027 102.2411 407,586.56 408,779.24 411,180.88 416,720.86CANADIAN 6.9% 07/28 136375BD3 6.9000 7/15/2028 116.1685 253,000.00 314,974.88 291,482.56 293,906.40DUKE ENERGY 5.7% 04/35 144141CV8 5.7000 4/1/2035 110.3300 1,291,000.00 1,758,703.48 1,729,062.38 1,424,360.26DUKE ENERGY 6.3% 04/38 144141CY2 6.3000 4/1/2038 117.8250 1,600,000.00 1,936,177.00 1,896,063.83 1,885,200.14COMMONWEALTH 5.9% 03/36 202795HK9 5.9000 3/15/2036 116.7423 1,652,000.00 2,049,915.90 2,020,349.88 1,928,582.96CROWLEY 4.181% 08/43 228023AB3 4.1810 8/15/2043 103.9533 839,992.08 867,291.82 864,544.17 873,199.58VESSEL 3.432% 08/36 228027AA6 3.4320 8/15/2036 99.3520 893,000.00 919,163.18 915,036.96 887,213.42DOMINION ENERGY 7% 06/38 25746UBD0 7.0000 6/15/2038 116.5391 1,297,000.00 1,783,869.06 1,707,954.13 1,511,512.13DUKE ENERGY 2.538% 09/29 26444GAC7 2.5380 9/1/2031 95.8700 1,099,000.00 1,118,792.99 1,117,704.47 1,053,611.53DUKE ENERGY 2.858% 03/33 26444GAD5 2.8580 3/1/2035 91.9478 1,750,000.00 1,783,897.50 1,782,619.50 1,609,086.96ENBRIDGE 5.875% 10/25 29250RAW6 5.8750 10/15/2025 104.9239 2,500,000.00 2,907,006.10 2,785,278.04 2,623,097.28ENTERGY 4.44% 01/26 29364WAM0 4.4400 1/15/2026 102.2226 1,700,000.00 1,814,802.56 1,771,807.86 1,737,783.84ENTERGY 1.6% 12/30 29364WBE7 1.6000 12/15/2030 82.8836 2,025,000.00 1,927,253.25 1,934,118.57 1,678,392.07ENTERPRISE 5.7% 02/42 29379VAV5 5.7000 2/15/2042 105.7121 1,000,000.00 1,350,250.00 1,331,750.96 1,057,120.68ENTERPRISE 2.8% 01/30 29379VBX0 2.8000 1/31/2030 90.6972 1,750,000.00 1,718,483.38 1,713,535.42 1,587,200.60FEDEX CORP 4.9% 01/34 31428XAX4 4.9000 1/15/2034 104.8246 1,032,000.00 1,215,497.98 1,183,433.09 1,081,790.01FLORIDA 5.96% 04/39 341081FB8 5.9600 4/1/2039 113.4770 2,249,000.00 3,029,781.18 2,935,030.57 2,552,097.35GATX CORP 3.25% 03/25 361448AW3 3.2500 3/30/2025 97.9875 2,591,000.00 2,683,570.36 2,660,809.71 2,538,855.48GEORGIA 4.75% 09/40 373334JS1 4.7500 9/1/2040 95.5593 1,656,000.00 1,889,193.29 1,852,153.88 1,582,461.33GUARDIAN 7.375% 09/39 401378AA2 7.3750 9/30/2039 126.2309 2,000,000.00 2,819,992.50 2,801,192.96 2,524,617.48IDAHO POWER CO 6% 11/32 45138LAL7 6.0000 11/15/2032 113.8739 3,350,000.00 4,381,699.50 4,319,054.10 3,814,774.24JPMORGAN CHASE VAR 04/31 46647PBL9 2.5220 4/22/2031 87.7461 4,000,000.00 3,904,116.50 3,899,535.98 3,509,845.36JOHN SEVIER 4.626% 01/42 478045AA5 4.6260 1/15/2042 103.2010 3,198,549.98 3,824,969.71 3,762,355.37 3,300,935.66KANSAS CITY 3.125% 06/26 485170BA1 3.1250 6/1/2026 98.0616 2,000,000.00 2,102,846.60 2,077,021.00 1,961,231.46KENTUCKY 5.125% 11/40 491674BG1 5.1250 11/1/2040 103.9522 2,500,000.00 3,152,070.00 3,122,010.62 2,598,804.45KEYCORP 2.55% 10/29 49326EEJ8 2.5500 10/1/2029 88.8794 3,000,000.00 3,038,117.50 3,027,770.41 2,666,381.85KROGER CO/THE 7.7% 06/29 501044BT7 7.7000 6/1/2029 119.2042 1,000,000.00 1,171,820.00 1,170,929.76 1,192,041.67KROGER CO/THE 4.5% 01/29 501044DL2 4.5000 1/15/2029 102.3590 1,220,000.00 1,330,846.60 1,299,853.67 1,248,779.28





LAM RESEARCH 1.9% 06/30 512807AV0 1.9000 6/15/2030 87.4684 1,300,000.00 1,329,952.00 1,325,170.62 1,137,088.94MATSON 5.337% 09/28 576863BB9 5.3370 9/4/2028 104.7790 520,000.00 551,612.74 539,329.59 544,850.86MATSON 5.273% 07/29 576863BC7 5.2730 7/29/2029 105.3006 736,000.00 757,160.00 751,838.37 775,012.06METROPOLITAN 2.4% 01/32 59217GET2 2.4000 1/11/2032 87.0631 3,305,000.00 3,301,199.25 3,301,417.65 2,877,435.26MIDAMERICAN 6.75% 12/31 595620AB1 6.7500 12/30/2031 121.9205 1,100,000.00 1,594,032.00 1,546,852.89 1,341,125.06NATIONAL 4.023% 11/32 637432MS1 4.0230 11/1/2032 99.6544 1,850,000.00 2,024,028.10 2,020,491.13 1,843,606.81NATIONAL 3.7% 03/29 637432NS0 3.7000 3/15/2029 97.8535 1,130,000.00 1,251,621.90 1,232,432.82 1,105,744.62NATIONWIDE 4.95% 04/44 638671AL1 4.9500 4/22/2044 93.5881 2,160,000.00 2,562,515.00 2,551,586.54 2,021,502.29NEVADA POWER 6.75% 07/37 641423BU1 6.7500 7/1/2037 120.5410 1,080,000.00 1,471,875.00 1,391,234.44 1,301,842.34NEW YORK 6.75% 11/39 64952GAF5 6.7500 11/15/2039 120.9036 1,651,000.00 2,292,892.29 2,277,902.52 1,996,117.71NORFOLK 4.8% 08/43 655844BN7 4.8000 8/15/2043 98.2963 660,000.00 771,880.80 766,276.20 648,755.45NORFOLK 3.8% 08/28 655844BZ0 3.8000 8/1/2028 100.9824 1,500,000.00 1,701,755.12 1,671,241.60 1,514,735.85UNITED 3.19% 10/34 690353T64 3.1900 10/5/2034 96.9878 810,554.20 810,554.20 810,554.20 786,138.78UNITED 3.37% 10/34 6903532V8 3.3700 10/5/2034 100.4615 622,469.79 622,469.76 622,469.76 625,342.49PG&E 4.022% 06/31 693342AF4 4.0220 6/1/2033 102.2635 5,000,000.00 4,999,871.50 4,999,872.07 5,113,176.00PNC BANK NA 2.7% 10/29 69349LAS7 2.7000 10/22/2029 89.4759 3,000,000.00 3,080,604.40 3,063,441.91 2,684,276.76PACIFICORP 6.25% 10/37 695114CG1 6.2500 10/15/2037 116.8315 650,000.00 912,622.50 880,291.08 759,405.00PROGRESSIVE 3.2% 03/30 743315AW3 3.2000 3/26/2030 95.6357 1,220,000.00 1,369,035.20 1,335,992.91 1,166,755.55PROTECTIVE 1.303% 09/26 74368CBH6 1.3030 9/20/2026 90.0017 2,800,000.00 2,751,098.00 2,758,144.19 2,520,046.48RAYMOND 4.65% 04/30 754730AG4 4.6500 4/1/2030 102.2583 2,000,000.00 2,418,093.75 2,357,681.99 2,045,165.40REINAUER 5.875% 11/26 759330AA1 5.8750 11/30/2026 105.0826 296,000.00 319,630.26 304,489.03 311,044.37RELIANCE 1.512% 09/26 75951AAQ1 1.5120 9/28/2026 90.1151 3,077,000.00 2,954,769.44 2,959,474.34 2,772,841.26REPUBLIC 3.95% 05/28 760759AT7 3.9500 5/15/2028 100.4794 2,750,000.00 3,011,280.04 2,952,298.24 2,763,183.86SIERRA 2.6% 05/26 826418BM6 2.6000 5/1/2026 96.2851 1,100,000.00 1,053,767.00 1,053,935.25 1,059,135.67SMITHSONIAN 2.645% 09/39 832432AU2 2.6450 9/1/2039 82.6179 2,500,000.00 2,310,100.00 2,314,412.30 2,065,447.80DOMINION 6.05% 01/38 837004CB4 6.0500 1/15/2038 114.2850 1,079,000.00 1,337,306.21 1,311,916.67 1,233,134.63TEACHERS 6.85% 12/39 878091BC0 6.8500 12/16/2039 120.6665 2,013,000.00 2,685,882.25 2,669,129.56 2,429,015.66TEACHERS 4.9% 09/44 878091BD8 4.9000 9/15/2044 99.4792 1,000,000.00 1,250,400.00 1,244,588.16 994,791.50TENNESSEE ZERO 01/27 88059ENL4 - 1/15/2027 87.1879 913,000.00 510,870.43 510,870.43 796,025.88TENNESSEE 5.88% 04/36 880591CS9 5.8800 4/1/2036 126.3199 4,050,000.00 5,433,134.95 5,316,912.31 5,115,957.93TENNESSEE 4.65% 06/35 880591DX7 4.6500 6/15/2035 112.6032 1,410,000.00 1,578,547.71 1,573,606.66 1,587,704.81TEXAS EASTERN 7% 07/32 882389CC1 7.0000 7/15/2032 116.6425 1,164,000.00 1,482,365.86 1,467,413.87 1,357,718.73THIRAX 1 0.968% 01/33 88410XAA4 0.9680 1/14/2033 87.6629 2,294,924.54 2,294,924.54 2,294,924.54 2,011,796.90GLOBE LIFE 4.55% 09/28 891027AS3 4.5500 9/15/2028 101.2919 2,606,000.00 3,037,736.06 2,972,441.30 2,639,666.52TOTE 3.45% 01/41 89156HAB3 3.4500 1/22/2041 99.1232 578,000.00 575,641.76 576,088.09 572,932.35UNITED 1.44% 11/37 90376PBZ3 1.4400 11/20/2037 88.0972 2,038,854.15 2,024,936.73 2,025,742.00 1,796,173.21UNITED 1.87% 11/37 90376PEM9 1.8700 11/20/2037 87.0117 1,790,213.40 1,790,213.40 1,790,213.40 1,557,695.11UNITED 3.46% 08/31 911759LV8 3.4600 8/1/2031 100.6136 560,000.00 559,778.95 559,852.08 563,435.93RAYTHEON 5.7% 04/40 913017BS7 5.7000 4/15/2040 111.7425 2,000,000.00 2,589,465.00 2,546,086.65 2,234,850.62VERIZON 4.75% 11/41 92343VBE3 4.7500 11/1/2041 99.4057 2,750,000.00 3,292,050.51 3,247,953.28 2,733,656.04VESSEL 5.125% 04/35 925387AE2 5.1250 4/16/2035 106.8964 4,000,000.00 4,236,978.71 4,234,528.84 4,275,854.68WASTE 3.9% 03/35 94106LBB4 3.9000 3/1/2035 95.2428 1,800,000.00 2,002,538.75 1,981,115.48 1,714,369.84

147,723,481.08 165,626,673.03 163,651,446.63 149,609,641.43 FHLMC





FHLMCGLD 6.423% 08/28 3128HJAG1 6.4230 8/1/2028 109.6920 3,649,597.24 4,322,906.48 4,234,271.22 4,003,315.33FHLMCGLD 7.645% 05/25 3128HJAH9 7.6450 5/1/2025 103.6287 274,480.51 314,542.34 285,490.16 284,440.61UMBS MORTPASS 3% 06/51 3132DWBV4 3.0000 6/1/2051 96.5935 5,923,392.67 6,190,877.49 6,182,800.05 5,721,613.54FHLMCGLD 2.14% 06/38 3132WW3Y6 2.1400 6/1/2038 81.7026 2,811,095.14 2,793,525.79 2,794,175.18 2,296,737.79FHLMCGLD 2.64% 06/33 3132WXAB6 2.6400 6/1/2033 93.7550 845,403.76 831,930.12 836,505.79 792,608.09FHLMCGLD 2.18% 07/39 3132WXAU4 2.1800 7/1/2039 80.6355 1,881,150.64 1,873,508.46 1,873,773.52 1,516,874.90FHLMCGLD 2.71% 10/35 3132XEA92 2.7100 10/1/2035 92.6850 5,748,610.14 6,001,265.59 5,990,294.55 5,328,099.71

21,133,730.10 22,328,556.27 22,197,310.47 19,943,689.97 FNMA

FNMA MORTPASS 3.78% 09/33 313637TC4 3.7800 9/1/2033 101.9690 2,163,036.96 2,522,303.88 2,482,531.63 2,205,627.14UMBS MORTPASS 3% 03/42 3138EBPJ8 3.0000 3/1/2042 98.4098 156,463.94 151,965.62 153,276.07 153,975.81FNMA MORTPASS 3.54% 06/45 3138LACD9 3.5400 6/1/2045 97.6547 611,432.67 604,554.04 605,443.78 597,092.59FNMA MORTPASS 3.44% 02/32 3138LC7K5 3.4400 2/1/2032 100.4727 1,276,622.89 1,486,467.77 1,456,091.35 1,282,658.09FNMA MORTPASS 3.32% 01/29 3138LGX92 3.3200 1/1/2029 100.6139 2,000,000.00 2,181,250.00 2,130,656.24 2,012,277.24FNMA MORTPASS 4% 02/47 3138LHBV5 4.0000 2/1/2047 100.8437 1,727,019.20 2,031,946.05 2,017,729.18 1,741,589.66FNMA MORTPASS 3.22% 07/32 3138LJWG1 3.2200 7/1/2032 98.8138 1,967,033.74 2,156,003.45 2,123,361.11 1,943,700.33FNMA MORTPASS 3.21% 11/37 3138LLET8 3.2100 11/1/2037 96.2174 3,083,783.56 3,507,501.85 3,472,062.73 2,967,136.27FNMA MORTPASS 3.75% 07/33 3138LNRV5 3.7500 7/1/2033 102.6267 2,350,000.00 2,754,916.02 2,732,922.86 2,411,727.22UMBS MORTPASS 3.5% 06/42 3138LUSZ9 3.5000 6/1/2042 100.7643 60,671.50 63,278.19 62,567.88 61,135.20FNMA MORTPASS 3.31% 01/33 3138L2LH8 3.3100 1/1/2033 96.6012 3,006,465.06 3,330,129.82 3,303,405.69 2,904,279.97FNMA MORTPASS 5.09% 03/43 3138L3J71 5.0900 3/1/2043 107.7044 1,748,584.83 2,160,731.74 2,134,811.65 1,883,303.41UMBS MORTPASS 3.5% 02/45 3138WD2R1 3.5000 2/1/2045 100.7934 163,208.39 173,459.91 171,356.24 164,503.21UMBS MORTPASS 3.5% 04/43 3138WMW49 3.5000 4/1/2043 101.0587 231,061.85 233,264.18 232,639.18 233,508.05UMBS MORTPASS 3% 07/43 3138X0Y28 3.0000 7/1/2043 98.4119 483,679.35 492,876.23 490,669.53 475,997.94UMBS MORTPASS 4% 10/43 3138X6P66 4.0000 10/1/2043 102.4562 90,466.39 94,834.21 93,588.08 92,688.43UMBS MORTPASS 3.5% 02/45 3138Y9RV2 3.5000 2/1/2045 100.6595 449,050.27 457,976.28 456,220.17 452,011.57FNMA MORTPASS 5.06% 01/30 31381LQS9 5.0600 1/1/2030 110.8569 951,558.05 978,023.26 961,655.90 1,054,868.07FNMA MORTPASS 4.96% 06/30 31381MR56 4.9600 6/1/2030 107.1785 455,312.81 531,577.70 500,004.03 487,997.42FNMA MORTPASS 5.62% 06/41 31381RFK5 5.6200 6/1/2041 106.9436 621,292.80 638,572.55 632,306.18 664,433.14FNMA MORTPASS 5.86% 07/29 31381RTQ7 5.8600 7/1/2029 108.9838 945,052.69 1,157,984.87 1,122,596.02 1,029,954.24FNMA MORTPASS 3.48% 07/42 31381U7H4 3.4800 7/1/2042 99.1297 1,811,538.46 2,157,853.67 2,133,659.22 1,795,773.46FNMA MORTPASS 3.3% 07/32 31381VHP3 3.3000 7/1/2032 100.6551 953,563.65 985,150.47 969,586.59 959,810.34UMBS MORTPASS 4% 01/46 3140EUE39 4.0000 1/1/2046 102.3228 253,951.20 272,203.94 268,470.02 259,849.97UMBS MORTPASS 4% 03/47 3140FE2P8 4.0000 3/1/2047 100.0000 0.04 0.04 0.04 0.04FNMA MORTPASS 3.5% 09/28 3140HRAE3 3.5000 9/1/2028 101.6970 1,850,000.00 2,136,171.88 2,078,260.36 1,881,395.11FNMA MORTPASS 3.89% 10/38 3140HRMF7 3.8900 10/1/2038 102.1721 2,000,000.00 2,421,718.75 2,394,778.20 2,043,442.84FNMA 3.945% 12/28 3140HRYE7 3.9450 12/1/2028 103.4055 3,319,589.75 3,686,747.18 3,637,116.95 3,432,639.84FNMA MORTPASS 3.84% 09/26 3140HRYV9 3.8400 9/1/2026 102.9820 1,973,958.88 2,189,813.32 2,117,717.96 2,032,821.62FNMA MORTPASS 4.48% 06/42 3140HSFV8 4.4800 6/1/2042 100.8777 2,484,263.13 2,964,618.70 2,932,020.01 2,506,066.81FNMA MORTPASS 3.79% 01/29 3140HSM24 3.7900 1/1/2029 102.7868 2,200,000.00 2,467,523.44 2,428,206.16 2,261,308.61FNMA MORTPASS 3.59% 02/29 3140HSW56 3.5900 2/1/2029 101.5865 2,300,000.00 2,602,324.22 2,547,271.19 2,336,488.79FNMA MORTPASS 3.35% 06/34 3140HUDD5 3.3500 6/1/2034 99.0307 2,000,000.00 2,345,078.12 2,289,484.72 1,980,614.02FNMA MORTPASS 2.87% 11/29 3140HWBM3 2.8700 11/1/2029 96.9662 1,614,112.75 1,703,330.30 1,681,221.37 1,565,143.57FNMA 2.835% 11/49 3140HWJB9 2.8350 11/1/2049 87.5717 1,897,983.20 2,073,250.08 2,060,182.18 1,662,096.29





FNMA MORTPASS 2.61% 04/50 3140HX3X6 2.6100 4/1/2050 84.5165 1,918,363.34 2,002,141.86 1,996,009.74 1,621,333.99FNMA MORTPASS 2.05% 06/35 3140HYEL8 2.0500 6/1/2035 85.8679 3,473,000.00 3,576,738.36 3,561,990.37 2,982,192.10FNMA MORTPASS VAR 07/33 3140JBQC3 1.9700 7/1/2033 87.2279 5,641,980.55 5,672,257.28 5,670,573.10 4,921,382.51FNMA MORTPASS 2.21% 05/33 3140LCEW7 2.2100 5/1/2033 89.4172 4,165,000.00 4,277,585.16 4,271,021.73 3,724,224.88FNMA MORTPASS 2.42% 10/51 3140LDXX2 2.4200 10/1/2051 80.7518 2,703,563.81 2,721,728.38 2,721,357.92 2,183,177.31UMBS MORTPASS 2.5% 05/51 3140QKQH4 2.5000 5/1/2051 93.4229 3,233,701.04 3,358,501.68 3,353,561.90 3,021,016.55UMBS MORTPASS 3% 06/50 3140X6ZG9 3.0000 6/1/2050 96.8223 1,302,458.31 1,373,482.99 1,368,553.31 1,261,070.24FNMA MORTPASS 5.03% 05/24 31413XU27 5.0300 5/1/2024 100.0000 0.24 0.25 0.24 0.24UMBS MORTPASS 3.5% 05/43 31417GGC4 3.5000 5/1/2043 101.0026 182,094.58 181,383.27 181,585.11 183,920.30UMBS MORTPASS 2% 12/40 31418DU67 2.0000 12/1/2040 92.6362 3,045,877.90 3,149,870.53 3,141,327.98 2,821,584.39UMBS MORTPASS 5% 07/52 31418EGT1 5.0000 7/1/2052 102.7626 1,985,253.26 1,995,179.53 1,995,137.17 2,040,097.85UMBS MORTPASS 4% 12/39 31419AGZ4 4.0000 12/1/2039 102.9537 148,217.28 152,582.73 151,142.17 152,595.12FNMA MORTPASS 3.75% 01/58 31419TPH3 3.7500 1/1/2058 95.3427 3,000,000.00 3,513,750.00 3,499,502.91 2,860,281.72FNMA MORTPASS 3.75% 01/58 31419TPJ9 3.7500 1/1/2058 95.3427 3,000,000.00 3,513,750.00 3,499,502.91 2,860,281.72

83,000,268.33 91,204,353.75 90,285,137.03 80,171,075.23 Government Bond

STATE OF ZERO 02/24 465139RG0 - 2/15/2024 94.8603 1,500,000.00 793,230.00 793,230.00 1,422,904.351,500,000.00 793,230.00 793,230.00 1,422,904.35

GNMA1 (20 Day Lag)GNMA II VAR 05/67 3622ABEC2 4.6630 5/20/2067 100.9381 1,848,050.56 1,987,323.31 1,984,736.28 1,865,386.94

1,848,050.56 1,987,323.31 1,984,736.28 1,865,386.94 Municipal Bond

BRISTOL VA GO 4.14% 01/37 110331PN9 4.1400 1/1/2037 99.9810 680,000.00 686,222.00 684,795.12 679,870.80CALIFORNIA ST 7.3% 10/39 13063A7D0 7.3000 10/1/2039 130.7630 1,455,000.00 2,264,309.95 2,152,875.96 1,902,601.65LOS ANGELES 5.75% 07/34 544646XZ0 5.7500 7/1/2034 113.4860 2,863,000.00 3,759,794.20 3,671,375.95 3,249,104.18LOS ANGELES 6.758% 07/34 544646ZR6 6.7580 7/1/2034 121.3030 635,000.00 950,642.90 907,422.31 770,274.05MISSISSIPPI 5.245% 11/34 6055805X3 5.2450 11/1/2034 111.2250 1,650,000.00 2,060,025.00 2,041,898.01 1,835,212.50OKLAHOMA DEV 4.285% 02/34 6789083Z5 4.2850 2/1/2034 102.6660 3,000,000.00 3,000,000.00 3,000,000.00 3,079,980.00WASHINGTON 5.481% 08/39 93974CPM6 5.4810 8/1/2039 113.5130 515,000.00 628,804.70 596,775.26 584,591.95

10,798,000.00 13,349,798.75 13,055,142.61 12,101,635.13 Money Market

INVESCO VAR 12/99 00499KPA5 2.0812 12/31/2099 100.0000 4,259,350.31 4,259,350.31 4,259,350.31 4,259,350.314,259,350.31 4,259,350.31 4,259,350.31 4,259,350.31

Mortgage RelatedAMERICAN 3.652% 03/28 03027WAK8 3.6520 3/15/2048 98.9164 2,867,000.00 2,978,060.33 2,975,298.64 2,835,931.75COMM 4.08% 08/47 12592GBF9 4.0800 8/10/2047 98.3698 1,430,000.00 1,406,427.34 1,406,460.88 1,406,688.14COMM 3.23% 05/48 12593AAZ8 3.2300 5/10/2048 98.3251 2,045,000.00 2,125,167.56 2,123,168.12 2,010,747.68CSAIL 3.504% 06/57 12634NAT5 3.5040 6/15/2057 98.3610 2,000,000.00 2,168,515.63 2,163,508.03 1,967,219.80CVS 6.943% 01/30 126650BQ2 6.9430 1/10/2030 107.8503 2,088,923.85 2,336,108.08 2,297,473.30 2,252,910.16CITIGROUP 2.684% 10/49 17325DAC7 2.6840 10/10/2049 95.0312 1,644,327.96 1,726,711.36 1,724,032.26 1,562,624.43DELTA AIR LINES 2% 06/28 247361ZV3 2.0000 12/10/2029 86.9522 880,412.12 891,417.28 889,760.10 765,537.83DELTA AIR 3.204% 04/24 24737BAA3 3.2040 10/25/2025 97.2052 2,500,000.00 2,585,482.56 2,560,496.73 2,430,129.50FRESB 2018-SB47 VAR 01/28 30296KAG0 3.3500 1/25/2028 99.2756 2,097,142.44 2,285,557.57 2,246,783.71 2,081,951.16FRESB 2018-SB48 VAR 02/28 30296RAP5 3.3533 2/25/2028 99.5160 2,290,125.78 2,470,891.25 2,433,891.72 2,279,041.34





FRESB 2017-SB31 VAR 05/27 30303HAJ2 2.8300 5/25/2027 98.7731 1,965,009.74 2,038,697.59 2,029,991.25 1,940,900.45FHLMC 2.617% 12/26 3137FAQD3 2.6170 12/25/2026 99.4009 1,443,345.64 1,531,581.43 1,503,854.21 1,434,697.98FHLMC 2.51% 12/25 3137FMCK6 2.5100 12/25/2025 97.8278 1,790,000.00 1,893,764.06 1,852,139.10 1,751,118.34FEDEX CORP 1.875% 02/34 314353AA1 1.8750 8/20/2035 89.2036 1,149,738.84 1,162,765.39 1,161,409.00 1,025,608.21GS MORTGAGE 3.764% 07/48 36250PAD7 3.7640 7/10/2048 99.1623 2,195,000.00 2,392,903.90 2,384,688.43 2,176,611.61JPMBB 3.6108% 05/48 46644RAZ8 3.6108 5/15/2048 98.6817 2,394,000.00 2,558,595.55 2,553,327.01 2,362,439.66SBA TOWER 2.836% 01/25 78403DAN0 2.8360 1/15/2050 96.7289 840,000.00 864,150.00 863,583.65 812,523.01SBA TOWER 1.631% 11/26 78403DAT7 1.6310 5/15/2051 90.6943 1,319,000.00 1,283,574.70 1,284,239.69 1,196,258.08UNITED STATES 3.07% 05/44 83162CB93 3.0700 5/1/2044 100.4564 4,582,730.02 4,896,427.34 4,877,711.08 4,603,646.97UNITED STATES 2.69% 07/44 83162CC68 2.6900 7/1/2044 94.1343 1,606,096.10 1,663,082.56 1,658,708.62 1,511,886.68UNITED STATES 2.22% 10/44 83162CD59 2.2200 10/1/2044 94.1826 2,268,012.75 2,378,932.76 2,374,035.99 2,136,073.38UNITED STATES 2.2% 02/45 83162CE74 2.2000 2/1/2045 94.7970 2,136,411.79 2,136,411.79 2,136,411.79 2,025,254.28UNITED STATES 1.62% 03/45 83162CF24 1.6200 3/1/2045 91.3845 3,046,913.08 3,046,913.08 3,046,913.08 2,784,405.37UNITED STATES 1.24% 02/41 83162CJ46 1.2400 2/1/2041 90.1104 3,101,791.14 3,101,791.14 3,101,791.14 2,795,036.71UNITED STATES 1.34% 02/46 83162CJ53 1.3400 2/1/2046 89.3741 4,271,570.30 4,271,570.30 4,271,570.30 3,817,675.80UNITED STATES 1.52% 05/46 83162CK51 1.5200 5/1/2046 90.1263 2,862,261.98 2,862,261.98 2,862,261.98 2,579,651.96UNITED STATES 1.45% 08/46 83162CL68 1.4500 8/1/2046 89.3544 3,951,838.46 3,951,654.37 3,951,660.84 3,531,141.15UNITED STATES 1.56% 09/46 83162CL92 1.5600 9/1/2046 90.0682 3,533,099.19 3,533,099.19 3,533,099.19 3,182,199.55UNITED STATES 1.85% 12/46 83162CM83 1.8500 12/1/2046 90.7643 7,792,320.94 7,792,320.94 7,792,320.94 7,072,641.66UNITED STATES 2.04% 01/47 83162CN33 2.0400 1/1/2047 92.4412 4,417,467.31 4,417,467.31 4,417,467.31 4,083,560.67UNITED STATES 4.99% 09/24 83162CPA5 4.9900 9/1/2024 99.0860 28,298.71 30,259.55 28,668.44 28,040.05UNITED STATES 4.88% 11/24 83162CPD9 4.8800 11/1/2024 99.7271 17,733.72 18,559.44 17,860.58 17,685.33UNITED STATES 5.09% 10/25 83162CPV9 5.0900 10/1/2025 99.5379 28,400.82 30,090.65 28,786.77 28,269.59UNITED STATES 3.5% 04/47 83162CP23 3.5000 4/1/2047 100.5192 2,125,000.00 2,125,000.00 2,125,000.00 2,136,031.94UNITED STATES 3.94% 05/47 83162CP56 3.9400 5/1/2047 103.5441 3,893,000.00 3,894,953.44 3,894,950.80 4,030,970.26UNITED STATES 4.01% 06/47 83162CP72 4.0100 6/1/2047 103.5481 5,000,000.00 5,040,625.00 5,040,571.36 5,177,404.50UNITED STATES 5.7% 08/26 83162CQL0 5.7000 8/1/2026 101.8244 40,890.86 40,890.86 40,890.86 41,636.86UNITED STATES 5.36% 11/26 83162CQR7 5.3600 11/1/2026 100.5228 27,009.13 27,131.51 27,036.07 27,150.34UNITED STATES 3.93% 07/47 83162CQ22 3.9300 7/1/2047 103.0510 10,000,000.00 10,000,000.00 10,000,000.00 10,305,099.00UNITED STATES 5.71% 06/27 83162CRB1 5.7100 6/1/2027 102.0786 150,926.02 160,376.96 157,028.02 154,063.20UNITED STATES 5.29% 12/27 83162CRL9 5.2900 12/1/2027 102.8445 73,132.75 77,342.59 75,424.72 75,212.98UNITED STATES 5.49% 03/28 83162CRR6 5.4900 3/1/2028 101.6868 59,768.68 63,834.34 61,297.07 60,776.88UNITED STATES 6.77% 11/28 83162CSD6 6.7700 11/1/2028 104.2287 36,048.36 38,772.88 37,261.75 37,572.73UNITED STATES 6.22% 12/28 83162CSE4 6.2200 12/1/2028 106.4714 248,868.84 277,005.91 268,382.78 264,974.09UNITED STATES 4.66% 03/29 83162CSK0 4.6600 3/1/2029 102.3812 84,033.48 87,180.42 85,285.48 86,034.47UNITED STATES 4.95% 06/29 83162CSP9 4.9500 6/1/2029 101.5979 70,245.55 76,836.14 72,830.10 71,367.97UNITED STATES 3.92% 10/29 83162CSV6 3.9200 10/1/2029 100.6780 100,679.71 111,314.00 105,297.86 101,362.30UNITED STATES 2.76% 10/31 83162CUH4 2.7600 10/1/2031 96.6888 362,375.25 367,201.42 366,361.82 350,376.17UNITED STATES 2.13% 01/33 83162CVG5 2.1300 1/1/2033 95.6435 1,377,161.12 1,389,203.32 1,389,887.98 1,317,164.54UNITED STATES 3.15% 07/33 83162CVR1 3.1500 7/1/2033 98.5531 524,162.40 529,602.49 526,888.91 516,578.19UNITED STATES 3.16% 08/33 83162CVS9 3.1600 8/1/2033 99.9444 515,600.56 522,530.75 520,080.63 515,314.04UNITED STATES 3.11% 04/34 83162CWE9 3.1100 4/1/2034 99.7814 1,620,655.74 1,701,983.98 1,688,263.43 1,617,112.82UNITED STATES 2.87% 07/34 83162CWK5 2.8700 7/1/2034 97.8598 599,968.77 614,844.13 611,995.98 587,128.42UNITED STATES 2.88% 08/34 83162CWL3 2.8800 8/1/2034 98.1010 273,752.10 276,908.07 275,943.54 268,553.47





UNITED STATES 2.46% 02/35 83162CWV1 2.4600 2/1/2035 96.8965 1,395,787.98 1,429,385.72 1,422,963.82 1,352,469.70UNITED STATES 2.82% 08/35 83162CXE8 2.8200 8/1/2035 98.6540 1,369,072.25 1,396,033.45 1,390,679.30 1,350,643.99UNITED STATES 2.7% 11/35 83162CXK4 2.7000 11/1/2035 98.9256 2,106,257.36 2,174,646.05 2,167,116.71 2,083,627.31UNITED STATES 2.78% 01/36 83162CXN8 2.7800 1/1/2036 98.3729 495,357.51 502,858.94 500,576.64 487,297.65UNITED STATES 2.27% 05/36 83162CXU2 2.2700 5/1/2036 96.1035 3,109,454.01 3,209,043.47 3,198,448.79 2,988,292.89UNITED STATES 2.03% 09/36 83162CYA5 2.0300 9/1/2036 94.7923 1,844,576.18 1,851,905.70 1,850,839.16 1,748,515.82UNITED STATES 2.82% 02/37 83162CYH0 2.8200 2/1/2037 98.2550 1,880,732.76 1,951,938.83 1,941,731.30 1,847,913.79UNITED STATES 2.75% 08/37 83162CYU1 2.7500 8/1/2037 97.7469 2,444,386.91 2,514,910.05 2,504,888.25 2,389,311.70UNITED STATES 2.59% 09/37 83162CYW7 2.5900 9/1/2037 98.1185 1,793,730.17 1,862,121.95 1,855,477.18 1,759,981.14UNITED STATES 2.92% 01/38 83162CZC0 2.9200 1/1/2038 98.4332 3,385,871.35 3,649,202.20 3,630,527.54 3,332,819.82UNITED STATES 3.22% 02/38 83162CZF3 3.2200 2/1/2038 100.4717 4,136,144.38 4,357,879.37 4,340,063.14 4,155,653.33UNITED STATES 3.2% 03/38 83162CZH9 3.2000 3/1/2038 100.3817 4,839,201.55 5,145,133.61 5,122,796.50 4,857,671.81UNITED STATES 3.68% 07/43 83162CZQ9 3.6800 7/1/2043 102.9097 573,948.37 573,948.37 573,948.37 590,648.37UNITED STATES 3.58% 08/38 83162CZR7 3.5800 8/1/2038 101.5746 4,523,239.37 4,972,382.90 4,947,348.05 4,594,460.49UNITED STATES 3.53% 09/38 83162CZU0 3.5300 9/1/2038 101.3742 3,580,958.67 3,914,193.57 3,895,447.08 3,630,169.28SBA SMALL 2.845% 03/27 831641FH3 2.8450 3/10/2027 99.6170 647,179.79 660,819.49 656,040.36 644,700.77SBA SMALL 3.548% 09/28 831641FL4 3.5480 9/10/2028 100.0003 1,557,019.86 1,640,476.62 1,619,025.15 1,557,024.38SBA SMALL 2.283% 09/29 831641FN0 2.2830 9/10/2029 97.0092 1,979,060.88 2,009,328.88 2,001,889.76 1,919,871.33SBA SMALL 2.078% 03/30 831641FP5 2.0780 3/10/2030 96.1434 3,093,871.86 3,147,240.87 3,140,699.93 2,974,553.91SBA SMALL 1.304% 09/31 831641FS9 1.3040 9/10/2031 92.8648 3,498,610.66 3,498,610.66 3,498,610.66 3,248,978.49SOUTHWEST 6.15% 08/22 84474YAA4 6.1500 2/1/2024 100.0003 73,761.51 83,106.72 75,200.75 73,761.73UNION 2.695% 05/27 90782JAA1 2.6950 5/12/2027 95.9959 375,270.05 375,270.05 375,270.05 360,243.75UNION 3.227% 05/26 907825AA1 3.2270 5/14/2026 98.8186 1,979,436.10 2,092,975.94 2,060,721.10 1,956,051.44UNION 4.698% 01/24 90783SAA0 4.6980 1/2/2024 100.4477 11,623.89 12,563.42 11,741.79 11,675.93UNION 5.866% 07/30 90783WAA1 5.8660 7/2/2030 108.1199 750,346.05 858,313.34 849,535.99 811,273.69UNITED 2.9% 05/28 90932MAA3 2.9000 11/1/2029 86.1635 904,483.35 902,222.19 902,518.53 779,334.24UNITED 3.75% 09/26 90932QAA4 3.7500 3/3/2028 93.5364 1,141,110.45 1,199,383.93 1,177,985.37 1,067,353.41

157,257,745.27 162,240,648.48 161,636,144.31 152,806,293.61 T-Note

UNITED 1.875% 02/32 91282CDY4 1.8750 2/15/2032 93.3438 15,000,000.00 13,605,468.75 13,617,367.39 14,001,562.50UNITED 2.875% 06/25 91282CEU1 2.8750 6/15/2025 100.0938 20,000,000.00 19,925,000.00 19,927,220.16 20,018,750.00UNITED 0.625% 03/27 912828ZE3 0.6250 3/31/2027 90.8594 6,500,000.00 5,812,167.97 5,823,284.79 5,905,859.38UNITED STATES 1.5% 02/30 912828Z94 1.5000 2/15/2030 92.1289 9,300,000.00 8,366,730.46 8,376,446.91 8,567,988.26

50,800,000.00 47,709,367.18 47,744,319.25 48,494,160.14 T-Bond

UNITED STATES ZERO 05/43 912803EC3 - 5/15/2043 49.1286 9,577,200.00 6,012,317.70 6,400,911.57 4,705,144.57UNITED STATES ZERO 05/45 912803EN9 - 5/15/2045 45.7530 6,031,100.00 3,119,965.20 3,501,914.17 2,759,408.10UNITED STATES ZERO 05/48 912803FD0 - 5/15/2048 43.5963 6,395,300.00 3,146,362.31 3,516,147.18 2,788,111.23UNITED 1.375% 11/40 912810ST6 1.3750 11/15/2040 73.8711 37,500,000.00 30,133,095.45 30,222,717.01 27,701,660.25UNITED 1.875% 02/51 912810SU3 1.8750 2/15/2051 76.8672 20,000,000.00 19,015,342.56 19,046,449.44 15,373,437.60UNITED 2.875% 05/52 912810TG3 2.8750 5/15/2052 96.7188 10,500,000.00 9,982,792.97 9,984,309.77 10,155,468.75

90,003,600.00 71,409,876.19 72,672,449.14 63,483,230.50 Totals $568,324,225.65 $580,909,177.27 $578,279,266.03 $534,157,367.61


LGIP Compliance

Investment staff affirms the portfolio complies with the following standards at time of purchase for the month of July 2022. Maturity Requirements

o LGIP portfolio weighted average maturity ≤ 60-days (WAM). o LGIP portfolio weighted average final maturity ≤120-days (WAL).

Liquidity Requirements

o Daily Liquid Assets ≥10% of Total Assets. o Weekly Liquid Assets (WLA) ≥ 30% of Total Assets.* o ≤ 5% of Total Assets in Illiquid Securities.

* The LGIP 5-day liquidity percentage dropped below 30% on July 13, 2022 due to larger than expected participant withdrawals. The 5-day liquidity percentage recovered on July 19, 2022.

* The LGIP 5-day liquidity percentage dropped below 30% on July 20, 2022 due to larger than expected participant withdrawals. The 5-day liquidity percentage recovered on July 21, 2022.

* The LGIP 5-day liquidity percentage dropped below 30% on July 29, 2022 due to larger than expected participant withdrawals. The 5-day liquidity percentage recovered on August 2, 2022.

Portfolio Quality o All security purchases were Eligible Securities. o All holdings were Eligible Securities.

Stress Test (Weekly) subject to:

o Interest rate movements. o Credit spread widening. o Current market NAV of portfolio. o Shareholder redemptions.

Comments: The Stress Test indicates that the LGIP can maintain a stable net asset value per share based upon the hypothetical event assumptions developed by management using worst case scenarios.

Shadow Price NAV

o Determined weekly using JPMorgan’s third party pricing services.

Comments: Board will be advised if Shadow Price NAV deviation from the amortized cost price per share exceeds ½ of 1 percent.

Definitions:

o Daily Liquid Assets: Securities that will mature or are subject to a Demand Feature that is exercisable and payable within one Business Day and direct obligations of the U.S. Government.

o Weekly Liquid Assets: Securities that will mature or are subject to a Demand Feature that is exercisable and payable within five Business Days, Direct obligations of the U.S. Government, and Government Securities issued at a discount having a remaining maturity date of 60 days or less (e.g. government agency discount notes).

o Liquid Securities: Securities which can be sold or disposed of within 7 calendar days at approximately the values ascribed to it by the Fund.

o Eligible Securities: Securities that meet the LGIP’s credit quality, issuer limits, and maturity requirements.


Government Securities Jul Jun ChangeUS Govt MMK Funds 1.7% 4.2% -2.5%

Repurchase Agreements 9.0% 10.0% -1.0%

U.S. Treasury 0.6% 0.5% 0.1%

Agency Securities 18.4% 20.1% -1.7%

AAA Sovereign 0.2% 1.6% -1.4%Sub-Total 29.9% 36.4% -6.5%

Credit Securities

CD's, Bank Notes & Bankers Acceptance 38.5% 31.0% 7.5%


Corporate Notes 0.2% 0.3% -0.1%Sub-Total 70.1% 63.6% 6.5%

Total 100.0% 100.0% 0.0%

Asset allocation calculations are based on end of month par balance while portfolio compliance is measured at the time an asset is purchased.


Asset Allocation and Risk ProfileLocal Government Investment Pool

July 31, 2022


FISCAL YEAR Average Average Treasury 3-Month iMoneyNet

2023 Average Bal. Maturity Maturity Gross Constant Money Fund Monitor TM

$ (millions) (WAM)r (WAM)f Yield % Maturity1 Institutional Index

July 2022 $10,323.3 38 87 1.71% 2.30% 1.30%

August 2022

September 2022

October 2022

November 2022

December 2022

January 2023

February 2023

March 2023

April 2023

May 2023

June 2023

Year-to-Date Average2$10,323.3 38 87 1.71% 2.30% 1.30%

1 Federal Reserve Bank H.15 Release.2 YTD average is weighted for the LGIP.

LGIP YIELD COMPARISONS

LGIP

3 8/10/2022 9:55 AM


Account: 3015463600 - LGIP INVESTMENT A/C Created: 08 Aug 2022 08:13

Security No. Security Description Holding Cost (Local) Price (Local) Market Value (Local) Cost (Base)Market Value

(Base)

Accrued Income

(Base)

Unrealised

Gain/Loss (Base)

Market Value +

Accrued Income

(Base)

% of Fund

Account: 3015463600 Base: USD NAV Value: 9,938,526,054.43

Currency: USD Rate: 1.0000

037833DL1 APPLE INC CALLABLE NOTES FIXED 1.7% 11/SEP/2022 USD 100017,114,000.00 17,338,706.82 100.1698 17,143,063.03 17,338,706.82 17,143,063.03 113,054.71 (195,643.79) 17,256,117.74 0.17%037833DC1 APPLE INC CALLABLE NOTES FIXED 2.1% 12/SEP/2022 USD 100010,000,000.00 10,157,300.00 100.0587 10,005,865.42 10,157,300.00 10,005,865.42 81,032.61 (151,434.58) 10,086,898.03 0.10%3133EMNZ1 FEDERAL FARM CREDIT BANKS FUNDING CORP BOND VARIABLE 01/FEB/2023 USD 100050,000,000.00 49,995,000.00 99.9975 49,998,739.73 49,995,000.00 49,998,739.73 150,000.14 3,739.73 50,148,739.87 0.50%3133EMLY6 FEDERAL FARM CREDIT BANKS FUNDING CORP BOND VARIABLE 01/NOV/2022 USD 100050,000,000.00 50,000,000.00 100.0000 50,000,000.00 50,000,000.00 50,000,000.00 155,847.19 0.00 50,155,847.19 0.50%3133EMJH6 FEDERAL FARM CREDIT BANKS FUNDING CORP BOND VARIABLE 02/DEC/2022 USD 100050,000,000.00 50,000,000.00 100.0000 50,000,000.00 50,000,000.00 50,000,000.00 108,333.28 0.00 50,108,333.28 0.50%3133ENGE4 FEDERAL FARM CREDIT BANKS FUNDING CORP BOND VARIABLE 06/JUN/2023 USD 100050,000,000.00 50,000,000.00 100.0000 50,000,000.00 50,000,000.00 50,000,000.00 112,152.78 0.00 50,112,152.78 0.50%3133EMG30 FEDERAL FARM CREDIT BANKS FUNDING CORP BOND VARIABLE 09/FEB/2023 USD 100075,000,000.00 74,993,625.00 99.9973 74,997,993.45 74,993,625.00 74,997,993.45 194,375.13 4,368.45 75,192,368.58 0.76%3133EMSV5 FEDERAL FARM CREDIT BANKS FUNDING CORP BOND VARIABLE 09/MAR/2023 USD 100025,000,000.00 25,000,000.00 100.0000 25,000,000.00 25,000,000.00 25,000,000.00 56,652.76 0.00 25,056,652.76 0.25%3133EMTJ1 FEDERAL FARM CREDIT BANKS FUNDING CORP BOND VARIABLE 15/MAR/2023 USD 100050,000,000.00 50,000,000.00 100.0000 50,000,000.00 50,000,000.00 50,000,000.00 101,645.78 0.00 50,101,645.78 0.50%3133EM5C2 FEDERAL FARM CREDIT BANKS FUNDING CORP BOND VARIABLE 15/MAY/2023 USD 100025,000,000.00 24,995,750.00 99.9919 24,997,963.69 24,995,750.00 24,997,963.69 69,145.82 2,213.69 25,067,109.51 0.25%3133EM2P6 FEDERAL FARM CREDIT BANKS FUNDING CORP BOND VARIABLE 16/AUG/2023 USD 100050,000,000.00 50,000,000.00 100.0000 50,000,000.00 50,000,000.00 50,000,000.00 124,236.02 0.00 50,124,236.02 0.50%3133EMKR2 FEDERAL FARM CREDIT BANKS FUNDING CORP BOND VARIABLE 16/NOV/2022 USD 100050,000,000.00 50,002,300.00 100.0007 50,000,370.63 50,002,300.00 50,000,370.63 182,034.93 (1,929.37) 50,182,405.56 0.50%3133EMRJ3 FEDERAL FARM CREDIT BANKS FUNDING CORP BOND VARIABLE 17/FEB/2023 USD 100014,000,000.00 14,000,000.00 100.0000 14,000,000.00 14,000,000.00 14,000,000.00 38,064.46 0.00 14,038,064.46 0.14%3133EM5B4 FEDERAL FARM CREDIT BANKS FUNDING CORP BOND VARIABLE 17/JUL/2023 USD 100050,000,000.00 49,988,581.50 99.9878 49,993,917.09 49,988,581.50 49,993,917.09 51,660.70 5,335.59 50,045,577.79 0.50%3133ENBB5 FEDERAL FARM CREDIT BANKS FUNDING CORP BOND VARIABLE 19/MAY/2023 USD 100025,000,000.00 24,999,000.00 99.9980 24,999,494.79 24,999,000.00 24,999,494.79 66,604.18 494.79 25,066,098.97 0.25%3133EMT93 FEDERAL FARM CREDIT BANKS FUNDING CORP BOND VARIABLE 20/JUN/2023 USD 100050,000,000.00 50,000,000.00 100.0000 50,000,000.00 50,000,000.00 50,000,000.00 93,333.24 0.00 50,093,333.24 0.50%3133ENB90 FEDERAL FARM CREDIT BANKS FUNDING CORP BOND VARIABLE 22/JUL/2024 USD 100050,000,000.00 50,000,000.00 100.0000 50,000,000.00 50,000,000.00 50,000,000.00 26,041.66 0.00 50,026,041.66 0.50%3133EML75 FEDERAL FARM CREDIT BANKS FUNDING CORP BOND VARIABLE 22/JUN/2023 USD 100010,800,000.00 10,799,460.00 99.9977 10,799,752.47 10,799,460.00 10,799,752.47 19,575.00 292.47 10,819,327.47 0.11%3133EML83 FEDERAL FARM CREDIT BANKS FUNDING CORP BOND VARIABLE 22/MAR/2023 USD 100025,000,000.00 25,000,000.00 100.0000 25,000,000.00 25,000,000.00 25,000,000.00 44,027.80 0.00 25,044,027.80 0.25%3133ENCH1 FEDERAL FARM CREDIT BANKS FUNDING CORP BOND VARIABLE 25/OCT/2022 USD 100025,000,000.00 24,997,897.00 99.9976 24,999,408.10 24,997,897.00 24,999,408.10 7,631.94 1,511.10 25,007,040.04 0.25%3133ENCK4 FEDERAL FARM CREDIT BANKS FUNDING CORP BOND VARIABLE 26/JUL/2023 USD 100050,000,000.00 49,986,995.00 99.9850 49,992,505.95 49,986,995.00 49,992,505.95 16,375.01 5,510.95 50,008,880.96 0.50%3133EMX23 FEDERAL FARM CREDIT BANKS FUNDING CORP BOND VARIABLE 27/JUL/2023 USD 100050,000,000.00 50,000,000.00 100.0000 50,000,000.00 50,000,000.00 50,000,000.00 11,111.10 0.00 50,011,111.10 0.50%3133EMD33 FEDERAL FARM CREDIT BANKS FUNDING CORP BOND VARIABLE 30/JAN/2023 USD 100075,000,000.00 75,000,000.00 100.0000 75,000,000.00 75,000,000.00 75,000,000.00 6,562.50 0.00 75,006,562.50 0.75%459058ES8 INTERNATIONAL BANK FOR RECONSTRUCTION & DEVELOPMENT BOND FIXED 1.875% 07/OCT/2022 USD 100020,000,000.00 20,246,080.00 100.2794 20,055,889.36 20,246,080.00 20,055,889.36 118,852.46 (190,190.64) 20,174,741.82 0.20%91282CBY6 UNITED STATES OF AMERICA NOTES VARIABLE 30/APR/2023 USD 10050,000,000.00 50,006,884.69 100.0055 50,002,737.22 50,006,884.69 50,002,737.22 3,569.66 (4,147.47) 50,006,306.88 0.50%91282CBK6 UNITED STATES OF AMERICA NOTES VARIABLE 31/JAN/2023 USD 10010,000,000.00 10,004,831.20 100.0147 10,001,473.52 10,004,831.20 10,001,473.52 718.10 (3,357.68) 10,002,191.62 0.10%

FIXED INCOME Subtotal 1,007,512,411.21 1,006,989,174.45 1,007,512,411.21 1,006,989,174.45 1,952,638.96 (523,236.76) 1,008,941,813.41 10.15%

00499KPA5 INVESCO TREASURY PORTFOLIO INST.SHARES FUND 1931 1,542,852.69 1,542,852.69 100.0000 1,542,852.69 1,542,852.69 1,542,852.69 87.94 0.00 1,542,940.63 0.02%99NL00003 REPO JPMCHASE (CUST) METLIFE0729J 27,687,500.00 27,687,500.00 100.0000 27,687,500.00 27,687,500.00 27,687,500.00 5,329.84 0.00 27,692,829.84 0.28%99NL00002 REPO JPMCHASE (CUST) METLIFE0729K 27,687,500.00 27,687,500.00 100.0000 27,687,500.00 27,687,500.00 27,687,500.00 5,329.84 0.00 27,692,829.84 0.28%99NL00001 REPO JPMCHASE (CUST) METLIFE0729L 14,627,306.25 14,627,306.25 100.0000 14,627,306.25 14,627,306.25 14,627,306.25 2,815.76 0.00 14,630,122.01 0.15%ABK9943Y0 TRI-PARTY THE BANK OF NOVA SCOTIA 825,000,000.00 825,000,000.00 100.0000 825,000,000.00 825,000,000.00 825,000,000.00 154,687.50 0.00 825,154,687.50 8.30%USD NET PAYABLES 0.00 0.0000 0.00 0.00 0.00 (14,900,444.11) 0.00 (14,900,444.11) -0.15%USD NET RECEIVABLES 0.00 0.0000 0.00 0.00 0.00 730,145.86 0.00 730,145.86 0.01%

CASH EQUIVALENTS Subtotal 896,545,158.94 896,545,158.94 896,545,158.94 896,545,158.94 (14,002,047.37) 0.00 882,543,111.57 8.88%

02314QL49 AMAZON.COM INC CORPORATE COMMERCIAL PAPER DISCOUNT DTD 08/APR/2022 DUE 04/NOV/2022 1.32%50,000,000.00 49,616,666.67 99.3931 49,696,527.78 49,616,666.67 49,696,527.78 0.00 79,861.11 49,696,527.78 0.50%02314QL80 AMAZON.COM INC CORPORATE COMMERCIAL PAPER DISCOUNT DTD 08/JUL/2022 DUE 08/NOV/2022 2.32%50,000,000.00 49,607,083.33 99.3675 49,683,750.00 49,607,083.33 49,683,750.00 0.00 76,666.67 49,683,750.00 0.50%02314QL98 AMAZON.COM INC CORPORATE COMMERCIAL PAPER DISCOUNT DTD 11/JUL/2022 DUE 09/NOV/2022 2.33%35,000,000.00 34,729,430.56 99.3611 34,776,388.89 34,729,430.56 34,776,388.89 0.00 46,958.33 34,776,388.89 0.35%03785EKJ2 APPLE INC CORPORATE COMMERCIAL PAPER DISCOUNT DTD 11/JUL/2022 DUE 18/OCT/2022 2.22%50,000,000.00 49,697,500.00 99.5233 49,761,666.67 49,697,500.00 49,761,666.67 0.00 64,166.67 49,761,666.67 0.50%03785EH15 APPLE INC CORPORATE COMMERCIAL PAPER DISCOUNT DTD 21/APR/2022 DUE 01/AUG/2022 1.02%100,000,000.00 99,860,444.44 100.0000 100,000,000.00 99,860,444.44 100,000,000.00 0.00 139,555.56 100,000,000.00 1.01%05252WTK9 AUSTR & NEW ZEALND B CERTIFICATE OF DEPOSIT FIXED DTD 20/JUL/2022 DUE 14/OCT/2022 2.55%50,000,000.00 50,000,000.00 100.0000 50,000,000.00 50,000,000.00 50,000,000.00 42,500.00 0.00 50,042,500.00 0.50%05252WTM5 AUSTR & NEW ZEALND B CERTIFICATE OF DEPOSIT FIXED DTD 21/JUL/2022 DUE 01/NOV/2022 2.67%85,000,000.00 85,000,000.00 100.0000 85,000,000.00 85,000,000.00 85,000,000.00 69,345.83 0.00 85,069,345.83 0.86%05252WTL7 AUSTR & NEW ZEALND B CERTIFICATE OF DEPOSIT FIXED DTD 21/JUL/2022 DUE 21/OCT/2022 2.55%50,000,000.00 50,000,000.00 100.0000 50,000,000.00 50,000,000.00 50,000,000.00 38,958.33 0.00 50,038,958.33 0.50%05252WSZ7 AUSTR & NEW ZEALND B CERTIFICATE OF DEPOSIT FIXED DTD 23/NOV/2021 DUE 01/SEP/2022 0.3%25,000,000.00 25,000,000.00 100.0000 25,000,000.00 25,000,000.00 25,000,000.00 52,291.67 0.00 25,052,291.67 0.25%05252WTH6 AUSTR & NEW ZEALND B CERTIFICATE OF DEPOSIT FIXED DTD 24/JUN/2022 DUE 23/NOV/2022 2.65%50,000,000.00 50,000,000.00 100.0000 50,000,000.00 50,000,000.00 50,000,000.00 139,861.11 0.00 50,139,861.11 0.50%06367CWJ2 BANK OF MONTREAL- CERTIFICATE OF DEPOSIT FIXED DTD 06/JUL/2022 DUE 06/JAN/2023 3.02%40,000,000.00 40,000,000.00 100.0000 40,000,000.00 40,000,000.00 40,000,000.00 87,244.44 0.00 40,087,244.44 0.40%06367CVL8 BANK OF MONTREAL- CERTIFICATE OF DEPOSIT FIXED DTD 07/JUN/2022 DUE 05/DEC/2022 2.15%30,000,000.00 30,000,000.00 100.0000 30,000,000.00 30,000,000.00 30,000,000.00 98,541.67 0.00 30,098,541.67 0.30%06367CVP9 BANK OF MONTREAL- CERTIFICATE OF DEPOSIT FIXED DTD 10/JUN/2022 DUE 12/DEC/2022 2.2%25,000,000.00 25,000,000.00 100.0000 25,000,000.00 25,000,000.00 25,000,000.00 79,444.44 0.00 25,079,444.44 0.25%06367CU39 BANK OF MONTREAL/CHICAGO IL CERTIFICATE OF DEPOSIT VARIABLE 13/OCT/2022 USD 100043,000,000.00 43,000,000.00 100.0000 43,000,000.00 43,000,000.00 43,000,000.00 45,161.92 0.00 43,045,161.92 0.43%06367CVX2 BANK OF MONTREAL/CHICAGO IL CERTIFICATE OF DEPOSIT VARIABLE 21/NOV/2022 USD 100020,000,000.00 20,000,000.00 100.0000 20,000,000.00 20,000,000.00 20,000,000.00 13,038.88 0.00 20,013,038.88 0.20%06367CV95 BANK OF MONTREAL/CHICAGO IL CERTIFICATE OF DEPOSIT VARIABLE 23/NOV/2022 USD 100026,000,000.00 26,000,000.00 100.0000 26,000,000.00 26,000,000.00 26,000,000.00 11,273.89 0.00 26,011,273.89 0.26%06417MZA6 BANK OF NOVA SCOTIA/HOUSTON CERTIFICATE OF DEPOSIT VARIABLE 06/DEC/2022 USD 100050,000,000.00 50,000,000.00 100.0000 50,000,000.00 50,000,000.00 50,000,000.00 72,930.55 0.00 50,072,930.55 0.50%06417MWH4 BANK OF NOVA SCOTIA/HOUSTON CERTIFICATE OF DEPOSIT VARIABLE 19/SEP/2022 USD 100014,000,000.00 14,000,000.00 100.0000 14,000,000.00 14,000,000.00 14,000,000.00 11,394.45 0.00 14,011,394.45 0.14%06417MXS9 BANK OF NOVA SCOTIA/HOUSTON CERTIFICATE OF DEPOSIT VARIABLE 24/OCT/2022 USD 100050,000,000.00 50,000,000.00 100.0000 50,000,000.00 50,000,000.00 50,000,000.00 21,291.67 0.00 50,021,291.67 0.50%06417MB20 BANK OF NOVA SCOTIA/HOUSTON CERTIFICATE OF DEPOSIT VARIABLE 25/JAN/2023 USD 100043,000,000.00 43,000,000.00 100.0000 43,000,000.00 43,000,000.00 43,000,000.00 19,815.83 0.00 43,019,815.83 0.43%06744GED0 BARCLAYS BANK PLC & BA CORPORATE COMMERCIAL PAPER DISCOUNT DTD 25/JUL/2022 DUE 25/OCT/2022 2.8%28,000,000.00 27,799,644.44 99.3389 27,814,888.88 27,799,644.44 27,814,888.88 0.00 15,244.44 27,814,888.88 0.28%05586FY43 BNP PARIBAS NEW YORK CERTIFICATE OF DEPOSIT FIXED DTD 07/JUL/2022 DUE 07/OCT/2022 2.37%40,000,000.00 40,000,000.00 100.0000 40,000,000.00 40,000,000.00 40,000,000.00 65,833.33 0.00 40,065,833.33 0.40%06417MZG3 BNS FLOAT 12/13/22 25,000,000.00 25,000,000.00 100.0000 25,000,000.00 25,000,000.00 25,000,000.00 27,048.61 0.00 25,027,048.61 0.25%06054PJ64 BOFA SECURITIES INC CORPORATE COMMERCIAL PAPER DISCOUNT DTD 03/MAR/2022 DUE 06/SEP/2022 1.05%22,000,000.00 21,880,271.11 99.8420 21,965,240.00 21,880,271.11 21,965,240.00 0.00 84,968.89 21,965,240.00 0.22%06054PJN7 BOFA SECURITIES INC CORPORATE COMMERCIAL PAPER DISCOUNT DTD 24/JUN/2022 DUE 22/SEP/2022 2.2%35,000,000.00 34,807,500.00 99.6822 34,888,777.78 34,807,500.00 34,888,777.78 0.00 81,277.78 34,888,777.78 0.35%06054CBF1 BOFA SECURITIES INC CORPORATE COMMERCIAL PAPER VARIABLE DTD 17/JUN/2022 DUE 16/DEC/202250,000,000.00 50,000,000.00 100.0000 50,000,000.00 50,000,000.00 50,000,000.00 42,666.64 0.00 50,042,666.64 0.50%06054CBJ3 BOFA SECURITIES INC CORPORATE COMMERCIAL PAPER VARIABLE DTD 22/JUN/2022 DUE 22/DEC/202280,000,000.00 80,000,000.00 100.0000 80,000,000.00 80,000,000.00 80,000,000.00 41,555.52 0.00 80,041,555.52 0.81%13606KDF0 CANADIAN IMPERIAL BANK OF COMMERCE/NEW YORK NY CERTIFICATE OF DEPOSIT VARIABLE 09/AUG/2022 USD38,000,000.00 38,000,000.00 100.0000 38,000,000.00 38,000,000.00 38,000,000.00 39,646.68 0.00 38,039,646.68 0.38%13606KDP8 CANADIAN IMPERIAL BANK OF COMMERCE/NEW YORK NY CERTIFICATE OF DEPOSIT VARIABLE 16/AUG/2022 USD26,000,000.00 26,000,000.00 100.0000 26,000,000.00 26,000,000.00 26,000,000.00 18,626.11 0.00 26,018,626.11 0.26%13606KDV5 CANADIAN IMPERIAL BANK OF COMMERCE/NEW YORK NY CERTIFICATE OF DEPOSIT VARIABLE 22/AUG/2022 USD70,000,000.00 70,000,000.00 100.0000 70,000,000.00 70,000,000.00 70,000,000.00 36,633.32 0.00 70,036,633.32 0.70%13606KHT6 CANADIAN IMPERIAL BK CERTIFICATE OF DEPOSIT FIXED DTD 03/JUN/2022 DUE 02/DEC/2022 2.24%10,000,000.00 10,000,000.00 100.0000 10,000,000.00 10,000,000.00 10,000,000.00 36,711.11 0.00 10,036,711.11 0.10%13606KJF4 CANADIAN IMPERIAL BK CERTIFICATE OF DEPOSIT FIXED DTD 10/JUN/2022 DUE 12/DEC/2022 2.33%20,000,000.00 20,000,000.00 100.0000 20,000,000.00 20,000,000.00 20,000,000.00 67,311.11 0.00 20,067,311.11 0.20%13606KHN9 CANADIAN IMPERIAL BK CERTIFICATE OF DEPOSIT FIXED DTD 26/MAY/2022 DUE 25/NOV/2022 2.04%10,000,000.00 10,000,000.00 100.0000 10,000,000.00 10,000,000.00 10,000,000.00 37,966.67 0.00 10,037,966.67 0.10%17305T2M3 CITIBANK N.A. NEW YORK CERTIFICATE OF DEPOSIT FIXED DTD 25/MAY/2022 DUE 01/NOV/2022 1.93%25,000,000.00 25,000,000.00 100.0000 25,000,000.00 25,000,000.00 25,000,000.00 91,138.89 0.00 25,091,138.89 0.25%17305T5L2 CITIBANK N.A. NEW YORK CERTIFICATE OF DEPOSIT FIXED DTD 28/JUL/2022 DUE 27/JAN/2023 3.45%50,000,000.00 50,000,000.00 100.0000 50,000,000.00 50,000,000.00 50,000,000.00 19,166.67 0.00 50,019,166.67 0.50%20271EXZ7 COMMONWEALTH BANK OF AUSTRALIA/NEW YORK NY CERTIFICATE OF DEPOSIT VARIABLE 11/OCT/2022 USD45,000,000.00 45,000,000.00 100.0000 45,000,000.00 45,000,000.00 45,000,000.00 46,424.99 0.00 45,046,424.99 0.45%

Detailed NAVAs at: 31 Jul 2022

GROUP BY CURRENCY IDENTIFIER = S CONSOLIDATED = NO

Version 2.3 Page 1 of 4




(Base)

Accrued Income

(Base)

Unrealised

Gain/Loss (Base)

Market Value +

Accrued Income

(Base)

% of Fund



20271EYG8 COMMONWEALTH BANK OF AUSTRALIA/NEW YORK NY CERTIFICATE OF DEPOSIT VARIABLE 12/SEP/2022 USD44,000,000.00 44,000,000.00 100.0000 44,000,000.00 44,000,000.00 44,000,000.00 51,675.58 0.00 44,051,675.58 0.44%20271EZE2 COMMONWEALTH BANK OF AUSTRALIA/NEW YORK NY CERTIFICATE OF DEPOSIT VARIABLE 16/MAR/2023 USD45,000,000.00 45,000,000.00 100.0000 45,000,000.00 45,000,000.00 45,000,000.00 38,362.50 0.00 45,038,362.50 0.45%20271EYK9 COMMONWEALTH BANK OF AUSTRALIA/NEW YORK NY CERTIFICATE OF DEPOSIT VARIABLE 21/NOV/2022 USD40,000,000.00 40,000,000.00 100.0000 40,000,000.00 40,000,000.00 40,000,000.00 28,155.55 0.00 40,028,155.55 0.40%20271EZG7 COMMONWEALTH BANK OF AUSTRALIA/NEW YORK NY CERTIFICATE OF DEPOSIT VARIABLE 27/DEC/2022 USD65,000,000.00 65,000,000.00 100.0000 65,000,000.00 65,000,000.00 65,000,000.00 21,756.94 0.00 65,021,756.94 0.65%20271EYZ6 COMMONWEALTH BANK OF AUSTRALIA/NEW YORK NY CERTIFICATE OF DEPOSIT VARIABLE 28/NOV/2022 USD25,000,000.00 25,000,000.00 100.0000 25,000,000.00 25,000,000.00 25,000,000.00 6,923.61 0.00 25,006,923.61 0.25%21684XYB6 COOPERATIEVE CENTRALE CERTIFICATE OF DEPOSIT FIXED DTD 13/JUN/2022 DUE 14/NOV/2022 2.22%35,000,000.00 35,000,000.00 100.0000 35,000,000.00 35,000,000.00 35,000,000.00 105,758.33 0.00 35,105,758.33 0.35%21684XYP5 COOPERATIEVE CENTRALE CERTIFICATE OF DEPOSIT FIXED DTD 14/JUL/2022 DUE 14/DEC/2022 3.02%50,000,000.00 50,000,000.00 100.0000 50,000,000.00 50,000,000.00 50,000,000.00 75,500.00 0.00 50,075,500.00 0.50%21687BHG9 COOPERATIEVE CENTRALE CORPORATE COMMERCIAL PAPER DISCOUNT DTD 18/MAR/2022 DUE 16/AUG/2022 1.24%28,000,000.00 27,854,368.89 99.9483 27,985,533.33 27,854,368.89 27,985,533.33 0.00 131,164.44 27,985,533.33 0.28%21684LEM0 COOPERATIEVE RABOBANK UA/NY CERTIFICATE OF DEPOSIT VARIABLE 01/FEB/2023 USD 100036,000,000.00 36,000,000.00 100.0000 36,000,000.00 36,000,000.00 36,000,000.00 8,460.00 0.00 36,008,460.00 0.36%21684LCV2 COOPERATIEVE RABOBANK UA/NY CERTIFICATE OF DEPOSIT VARIABLE 03/AUG/2022 USD 100031,000,000.00 31,000,000.00 100.0000 31,000,000.00 31,000,000.00 31,000,000.00 40,808.07 0.00 31,040,808.07 0.31%22536ARR7 CREDIT AGRICOLE CRP&IN CERTIFICATE OF DEPOSIT FIXED DTD 01/JUN/2022 DUE 01/AUG/2022 1.39%27,000,000.00 27,000,000.00 100.0000 27,000,000.00 27,000,000.00 27,000,000.00 63,592.50 0.00 27,063,592.50 0.27%22536AUT9 CREDIT AGRICOLE CRP&IN CERTIFICATE OF DEPOSIT FIXED DTD 07/JUL/2022 DUE 22/SEP/2022 2.38%15,000,000.00 15,000,155.75 100.0007 15,000,106.57 15,000,155.75 15,000,106.57 24,791.67 (49.18) 15,024,898.24 0.15%22536APF5 CREDIT AGRICOLE CRP&IN CERTIFICATE OF DEPOSIT FIXED DTD 09/MAY/2022 DUE 09/AUG/2022 1.4%38,000,000.00 38,000,000.00 100.0000 38,000,000.00 38,000,000.00 38,000,000.00 124,133.33 0.00 38,124,133.33 0.38%2254EBH12 CREDIT SUISSE AG CORPORATE COMMERCIAL PAPER DISCOUNT DTD 04/NOV/2021 DUE 01/AUG/2022 0.27%60,000,000.00 59,844,833.33 100.0000 60,000,000.00 59,844,833.33 60,000,000.00 0.00 155,166.67 60,000,000.00 0.60%ABK9922M1 CREDIT SUISSE INDEX FUND LUX EQUITIES EMU CERTIFICATE OF DEPOSIT FIXED 1.72% DTD 08/JUN/202210,000,000.00 10,000,000.00 100.0000 10,000,000.00 10,000,000.00 10,000,000.00 25,800.00 0.00 10,025,800.00 0.10%23341VZT1 DNB BANK ASA, NY BRANC CERTIFICATE OF DEPOSIT FIXED DTD 06/DEC/2019 DUE 02/DEC/2022 2.04%31,770,000.00 31,767,694.69 99.9958 31,768,662.49 31,767,694.69 31,768,662.49 108,018.00 967.80 31,876,680.49 0.32%23344NUX2 DNB BANK ASA, NY BRANC CERTIFICATE OF DEPOSIT FIXED DTD 12/APR/2022 DUE 12/OCT/2022 1.43%50,000,000.00 50,000,000.00 100.0000 50,000,000.00 50,000,000.00 50,000,000.00 220,458.33 0.00 50,220,458.33 0.51%23344NTG1 DNB BANK ASA, NY BRANC CERTIFICATE OF DEPOSIT FIXED DTD 17/MAR/2022 DUE 16/SEP/2022 1.32%50,000,000.00 50,000,000.00 100.0000 50,000,000.00 50,000,000.00 50,000,000.00 251,166.67 0.00 50,251,166.67 0.51%23344NWW2 DNB BANK ASA, NY BRANC CERTIFICATE OF DEPOSIT FIXED DTD 25/MAY/2022 DUE 01/SEP/2022 1.39%25,000,000.00 25,000,000.00 100.0000 25,000,000.00 25,000,000.00 25,000,000.00 65,638.89 0.00 25,065,638.89 0.25%23344NZC3 DNB BANK ASA, NY BRANC CERTIFICATE OF DEPOSIT FIXED DTD 27/JUL/2022 DUE 03/AUG/2022 2.15%150,000,000.00 150,000,000.00 100.0000 150,000,000.00 150,000,000.00 150,000,000.00 44,791.67 0.00 150,044,791.67 1.51%30215HJD3 EXPORT DEV CORP 0% CP 13/09/2022 70,000,000.00 69,721,305.56 99.8302 69,881,152.78 69,721,305.56 69,881,152.78 0.00 159,847.22 69,881,152.78 0.70%30215HJS0 EXPORT DEVELMT CORP CORPORATE COMMERCIAL PAPER DISCOUNT DTD 03/JUN/2022 DUE 26/SEP/2022 1.51%75,000,000.00 74,653,374.10 99.7661 74,824,603.72 74,653,374.10 74,824,603.72 0.00 171,229.62 74,824,603.72 0.75%30215HH45 EXPORT DEVELMT CORP CORPORATE COMMERCIAL PAPER DISCOUNT DTD 03/MAY/2022 DUE 04/AUG/2022 1.35%98,000,000.00 97,682,291.67 99.9892 97,989,375.00 97,682,291.67 97,989,375.00 0.00 307,083.33 97,989,375.00 0.99%30215HJT8 EXPORT DEVELMT CORP CORPORATE COMMERCIAL PAPER DISCOUNT DTD 06/JUN/2022 DUE 27/SEP/2022 1.53%30,000,000.00 29,857,808.33 99.7609 29,928,275.00 29,857,808.33 29,928,275.00 0.00 70,466.67 29,928,275.00 0.30%30215HJU5 EXPORT DEVELMT CORP CORPORATE COMMERCIAL PAPER DISCOUNT DTD 06/JUN/2022 DUE 28/SEP/2022 1.53%30,000,000.00 29,856,550.00 99.7567 29,927,016.67 29,856,550.00 29,927,016.67 0.00 70,466.67 29,927,016.67 0.30%30215HK41 EXPORT DEVELMT CORP CORPORATE COMMERCIAL PAPER DISCOUNT DTD 07/JUN/2022 DUE 04/OCT/2022 1.54%40,500,000.00 40,284,675.00 99.7067 40,381,200.00 40,284,675.00 40,381,200.00 0.00 96,525.00 40,381,200.00 0.41%30215HJF8 EXPORT DEVELMT CORP CORPORATE COMMERCIAL PAPER DISCOUNT DTD 09/JUN/2022 DUE 15/SEP/2022 1.58%75,000,000.00 74,686,666.67 99.8075 74,855,625.00 74,686,666.67 74,855,625.00 0.00 168,958.33 74,855,625.00 0.75%30215HJC5 EXPORT DEVELMT CORP CORPORATE COMMERCIAL PAPER DISCOUNT DTD 09/MAY/2022 DUE 12/SEP/2022 1.54%75,000,000.00 74,707,319.45 99.8304 74,872,833.34 74,707,319.45 74,872,833.34 0.00 165,513.89 74,872,833.34 0.75%30215HJ27 EXPORT DEVELMT CORP CORPORATE COMMERCIAL PAPER DISCOUNT DTD 10/JUN/2022 DUE 02/SEP/2022 1.65%50,000,000.00 49,825,000.00 99.8667 49,933,333.33 49,825,000.00 49,933,333.33 0.00 108,333.33 49,933,333.33 0.50%30215HJK7 EXPORT DEVELMT CORP CORPORATE COMMERCIAL PAPER DISCOUNT DTD 11/MAY/2022 DUE 19/SEP/2022 1.5%20,000,000.00 19,891,561.11 99.7972 19,959,438.89 19,891,561.11 19,959,438.89 0.00 67,877.78 19,959,438.89 0.20%30215HJ19 EXPORT DEVELMT CORP CORPORATE COMMERCIAL PAPER DISCOUNT DTD 12/MAY/2022 DUE 01/SEP/2022 1.45%50,000,000.00 49,793,000.00 99.8812 49,940,583.33 49,793,000.00 49,940,583.33 0.00 147,583.33 49,940,583.33 0.50%30215HH37 EXPORT DEVELMT CORP CORPORATE COMMERCIAL PAPER DISCOUNT DTD 13/APR/2022 DUE 03/AUG/2022 0.987%50,000,000.00 49,906,666.66 99.9933 49,996,666.66 49,906,666.66 49,996,666.66 0.00 90,000.00 49,996,666.66 0.50%30215HKH2 EXPORT DEVELMT CORP CORPORATE COMMERCIAL PAPER DISCOUNT DTD 22/JUN/2022 DUE 17/OCT/2022 2.3%50,000,000.00 49,680,138.89 99.4974 49,748,680.56 49,680,138.89 49,748,680.56 0.00 68,541.67 49,748,680.56 0.50%30215HHB9 EXPORT DEVELMT CORP CORPORATE COMMERCIAL PAPER DISCOUNT DTD 25/APR/2022 DUE 11/AUG/2022 1.12%50,000,000.00 49,807,347.22 99.9603 49,980,138.89 49,807,347.22 49,980,138.89 0.00 172,791.67 49,980,138.89 0.50%30215HHR4 EXPORT DEVELMT CORP CORPORATE COMMERCIAL PAPER DISCOUNT DTD 26/APR/2022 DUE 25/AUG/2022 1.3%25,000,000.00 24,898,416.67 99.9080 24,977,000.00 24,898,416.67 24,977,000.00 0.00 78,583.33 24,977,000.00 0.25%30215HJ76 EXPORT DEVELOPMENT CANADA COMMERCIAL PAPER DISCOUNT DTD 10/MAY/2022 DUE 07/SEP/2022 0%35,000,000.00 34,855,381.94 99.8201 34,937,048.61 34,855,381.94 34,937,048.61 0.00 81,666.67 34,937,048.61 0.35%30229BH26 EXXON MOBIL CORP CORPORATE COMMERCIAL PAPER DISCOUNT DTD 15/JUL/2022 DUE 02/AUG/2022 1.6%100,000,000.00 99,961,500.00 99.9945 99,994,500.00 99,961,500.00 99,994,500.00 0.00 33,000.00 99,994,500.00 1.01%313385A55 FEDERAL HOME LOAN BANKS DISCOUNT NOTES ZERO CPN 03/AUG/2022 USD 100030,000,000.00 29,937,116.67 99.9914 29,997,433.33 29,937,116.67 29,997,433.33 0.00 60,316.66 29,997,433.33 0.30%313385A71 FEDERAL HOME LOAN BANKS DISCOUNT NOTES ZERO CPN 05/AUG/2022 USD 100088,000,000.00 87,806,766.66 99.9828 87,984,844.45 87,806,766.66 87,984,844.45 0.00 178,077.79 87,984,844.45 0.89%313385E85 FEDERAL HOME LOAN BANKS DISCOUNT NOTES ZERO CPN 07/SEP/2022 USD 1000150,000,000.00 149,541,111.12 99.7979 149,696,805.56 149,541,111.12 149,696,805.56 0.00 155,694.44 149,696,805.56 1.51%313385B47 FEDERAL HOME LOAN BANKS DISCOUNT NOTES ZERO CPN 10/AUG/2022 USD 100050,000,000.00 49,881,597.22 99.9613 49,980,625.00 49,881,597.22 49,980,625.00 0.00 99,027.78 49,980,625.00 0.50%313385B54 FEDERAL HOME LOAN BANKS DISCOUNT NOTES ZERO CPN 11/AUG/2022 USD 100050,000,000.00 49,894,513.89 99.9569 49,978,472.22 49,894,513.89 49,978,472.22 0.00 83,958.33 49,978,472.22 0.50%313385B62 FEDERAL HOME LOAN BANKS DISCOUNT NOTES ZERO CPN 12/AUG/2022 USD 100044,000,000.00 43,887,066.67 99.9496 43,977,816.67 43,887,066.67 43,977,816.67 0.00 90,750.00 43,977,816.67 0.44%313385F68 FEDERAL HOME LOAN BANKS DISCOUNT NOTES ZERO CPN 13/SEP/2022 USD 100025,000,000.00 24,893,541.67 99.7820 24,945,503.47 24,893,541.67 24,945,503.47 0.00 51,961.80 24,945,503.47 0.25%313385F76 FEDERAL HOME LOAN BANKS DISCOUNT NOTES ZERO CPN 14/SEP/2022 USD 100050,000,000.00 49,828,500.00 99.7305 49,865,250.00 49,828,500.00 49,865,250.00 0.00 36,750.00 49,865,250.00 0.50%313385C20 FEDERAL HOME LOAN BANKS DISCOUNT NOTES ZERO CPN 16/AUG/2022 USD 100050,000,000.00 49,881,125.00 99.9340 49,966,979.17 49,881,125.00 49,966,979.17 0.00 85,854.17 49,966,979.17 0.50%313385C38 FEDERAL HOME LOAN BANKS DISCOUNT NOTES ZERO CPN 17/AUG/2022 USD 100050,000,000.00 49,857,916.67 99.9267 49,963,333.33 49,857,916.67 49,963,333.33 0.00 105,416.66 49,963,333.33 0.50%313385C46 FEDERAL HOME LOAN BANKS DISCOUNT NOTES ZERO CPN 18/AUG/2022 USD 100022,500,000.00 22,434,800.00 99.9230 22,482,681.25 22,434,800.00 22,482,681.25 0.00 47,881.25 22,482,681.25 0.23%313385C53 FEDERAL HOME LOAN BANKS DISCOUNT NOTES ZERO CPN 19/AUG/2022 USD 1000100,000,000.00 99,751,111.11 99.9200 99,920,000.00 99,751,111.11 99,920,000.00 0.00 168,888.89 99,920,000.00 1.01%313385G67 FEDERAL HOME LOAN BANKS DISCOUNT NOTES ZERO CPN 21/SEP/2022 USD 100041,500,000.00 41,354,750.00 99.6813 41,367,718.75 41,354,750.00 41,367,718.75 0.00 12,968.75 41,367,718.75 0.42%313385C95 FEDERAL HOME LOAN BANKS DISCOUNT NOTES ZERO CPN 23/AUG/2022 USD 100075,000,000.00 74,783,437.50 99.8992 74,924,375.00 74,783,437.50 74,924,375.00 0.00 140,937.50 74,924,375.00 0.75%313385G83 FEDERAL HOME LOAN BANKS DISCOUNT NOTES ZERO CPN 23/SEP/2022 USD 100050,000,000.00 49,817,944.44 99.6673 49,833,638.88 49,817,944.44 49,833,638.88 0.00 15,694.44 49,833,638.88 0.50%313385H66 FEDERAL HOME LOAN BANKS DISCOUNT NOTES ZERO CPN 29/SEP/2022 USD 100050,000,000.00 49,795,555.56 99.6231 49,811,527.78 49,795,555.56 49,811,527.78 0.00 15,972.22 49,811,527.78 0.50%45685RM95 ING (US) FUNDING LLC CORPORATE COMMERCIAL PAPER DISCOUNT DTD 08/JUN/2022 DUE 09/DEC/2022 2.21%25,000,000.00 24,718,888.89 99.2056 24,801,388.89 24,718,888.89 24,801,388.89 0.00 82,500.00 24,801,388.89 0.25%4497W1LF1 ING (US) FUNDING LLC CORPORATE COMMERCIAL PAPER DISCOUNT DTD 16/MAY/2022 DUE 15/NOV/2022 1.95%57,000,000.00 56,437,991.58 99.4271 56,673,461.06 56,437,991.58 56,673,461.06 0.00 235,469.48 56,673,461.06 0.57%4497W1JM9 ING (US) FUNDING LLC CORPORATE COMMERCIAL PAPER DISCOUNT DTD 25/JAN/2022 DUE 21/SEP/2022 0.57%50,000,000.00 49,732,500.00 99.6968 49,848,416.67 49,732,500.00 49,848,416.67 0.00 115,916.67 49,848,416.67 0.50%4497W1JV9 ING (US) FUNDING LLC CORPORATE COMMERCIAL PAPER DISCOUNT DTD 27/JUN/2022 DUE 29/SEP/2022 2.19%50,000,000.00 49,715,388.90 99.6427 49,821,361.12 49,715,388.90 49,821,361.12 0.00 105,972.22 49,821,361.12 0.50%46640QH20 J.P. MORGAN SECURITIES CORPORATE COMMERCIAL PAPER DISCOUNT DTD 02/MAR/2022 DUE 02/AUG/2022 0.83%12,000,000.00 11,968,266.67 99.9961 11,999,533.33 11,968,266.67 11,999,533.33 0.00 31,266.66 11,999,533.33 0.12%46640QN31 J.P. MORGAN SECURITIES CORPORATE COMMERCIAL PAPER DISCOUNT DTD 02/MAY/2022 DUE 03/JAN/2023 2.26%50,000,000.00 49,283,694.44 98.9624 49,481,180.55 49,283,694.44 49,481,180.55 0.00 197,486.11 49,481,180.55 0.50%46640QM57 J.P. MORGAN SECURITIES CORPORATE COMMERCIAL PAPER DISCOUNT DTD 04/APR/2022 DUE 05/DEC/2022 1.71%12,000,000.00 11,861,120.00 99.2160 11,905,920.00 11,861,120.00 11,905,920.00 0.00 44,800.00 11,905,920.00 0.12%46640QH12 J.P. MORGAN SECURITIES CORPORATE COMMERCIAL PAPER DISCOUNT DTD 04/NOV/2021 DUE 01/AUG/2022 0.28%50,000,000.00 49,858,680.56 100.0000 50,000,000.00 49,858,680.56 50,000,000.00 0.00 141,319.44 50,000,000.00 0.50%46640QM99 J.P. MORGAN SECURITIES CORPORATE COMMERCIAL PAPER DISCOUNT DTD 14/MAR/2022 DUE 09/DEC/2022 1.68%20,000,000.00 19,766,166.67 99.1694 19,833,888.89 19,766,166.67 19,833,888.89 0.00 67,722.22 19,833,888.89 0.20%46640QHJ3 J.P. MORGAN SECURITIES CORPORATE COMMERCIAL PAPER DISCOUNT DTD 18/FEB/2022 DUE 18/AUG/2022 0.83%20,000,000.00 19,921,333.33 99.9622 19,992,444.44 19,921,333.33 19,992,444.44 0.00 71,111.11 19,992,444.44 0.20%46640QJ10 J.P. MORGAN SECURITIES CORPORATE COMMERCIAL PAPER DISCOUNT DTD 25/JAN/2022 DUE 01/SEP/2022 0.57%75,000,000.00 74,753,625.00 99.9535 74,965,125.00 74,753,625.00 74,965,125.00 0.00 211,500.00 74,965,125.00 0.75%46640QK34 J.P. MORGAN SECURITIES CORPORATE COMMERCIAL PAPER DISCOUNT DTD 26/JAN/2022 DUE 03/OCT/2022 0.61%20,000,000.00 19,878,322.22 99.5923 19,918,450.00 19,878,322.22 19,918,450.00 0.00 40,127.78 19,918,450.00 0.20%24422MHR5 JOHN DEERE CAPITAL C CORPORATE COMMERCIAL PAPER DISCOUNT DTD 29/JUN/2022 DUE 25/AUG/2022 1.88%22,000,000.00 21,935,558.33 99.8767 21,972,866.67 21,935,558.33 21,972,866.67 0.00 37,308.34 21,972,866.67 0.22%48668MW90 KOOKMIN BANK NY BRCH CERTIFICATE OF DEPOSIT FIXED DTD 09/JUN/2022 DUE 09/SEP/2022 1.67%25,000,000.00 25,000,000.00 100.0000 25,000,000.00 25,000,000.00 25,000,000.00 61,465.28 0.00 25,061,465.28 0.25%48668MX57 KOOKMIN BANK NY BRCH CERTIFICATE OF DEPOSIT FIXED DTD 17/JUN/2022 DUE 16/SEP/2022 2.07%50,000,000.00 50,000,000.00 100.0000 50,000,000.00 50,000,000.00 50,000,000.00 129,375.00 0.00 50,129,375.00 0.50%55078UKD5 LVMH CORPORATE COMMERCIAL PAPER DISCOUNT DTD 12/JUL/2022 DUE 13/OCT/2022 2.37%25,000,000.00 24,848,229.17 99.5235 24,880,868.06 24,848,229.17 24,880,868.06 0.00 32,638.89 24,880,868.06 0.25%55078UKB9 LVMH CORPORATE COMMERCIAL PAPER DISCOUNT DTD 19/MAY/2022 DUE 11/OCT/2022 1.62%30,000,000.00 29,819,833.33 99.5365 29,860,958.33 29,819,833.33 29,860,958.33 0.00 41,125.00 29,860,958.33 0.30%55078UKT0 LVMH CORPORATE COMMERCIAL PAPER DISCOUNT DTD 27/JUL/2022 DUE 27/OCT/2022 2.63%22,000,000.00 21,855,411.11 99.3717 21,861,766.67 21,855,411.11 21,861,766.67 0.00 6,355.56 21,861,766.67 0.22%59157UH11 METLIFE SHORT TERM FDG CORPORATE COMMERCIAL PAPER DISCOUNT DTD 08/NOV/2021 DUE 01/AUG/2022 0.25%25,000,000.00 24,929,722.22 100.0000 25,000,000.00 24,929,722.22 25,000,000.00 0.00 70,277.78 25,000,000.00 0.25%59157UH86 METLIFE SHORT TERM FDG CORPORATE COMMERCIAL PAPER DISCOUNT DTD 12/MAY/2022 DUE 08/AUG/2022 1.25%64,820,000.00 64,672,534.50 99.9747 64,803,614.94 64,672,534.50 64,803,614.94 0.00 131,080.44 64,803,614.94 0.65%59157UH29 METLIFE SHORT TERM FDG CORPORATE COMMERCIAL PAPER DISCOUNT DTD 18/APR/2022 DUE 02/AUG/2022 0.95%23,000,000.00 22,955,277.78 99.9961 22,999,105.56 22,955,277.78 22,999,105.56 0.00 43,827.78 22,999,105.56 0.23%59157UHN3 METLIFE SHORT TERM FDG CORPORATE COMMERCIAL PAPER DISCOUNT DTD 22/FEB/2022 DUE 22/AUG/2022 0.8%14,000,000.00 13,957,222.22 99.9271 13,989,791.67 13,957,222.22 13,989,791.67 0.00 32,569.45 13,989,791.67 0.14%59157UHV5 METLIFE SHORT TERM FDG CORPORATE COMMERCIAL PAPER DISCOUNT DTD 28/FEB/2022 DUE 29/AUG/2022 0.85%29,100,000.00 29,011,083.33 99.9028 29,071,708.33 29,011,083.33 29,071,708.33 0.00 60,625.00 29,071,708.33 0.29%59157UJT8 METLIFE SHORT TERM FDG CORPORATE COMMERCIAL PAPER DISCOUNT DTD 28/JUN/2022 DUE 27/SEP/2022 2.1%43,000,000.00 42,779,625.00 99.6754 42,860,429.17 42,779,625.00 42,860,429.17 0.00 80,804.17 42,860,429.17 0.43%60710R3B9 MIZUHO BANK LTD CERTIFICATE OF DEPOSIT FIXED DTD 08/JUN/2022 DUE 08/SEP/2022 1.66%20,000,000.00 20,000,000.00 100.0000 20,000,000.00 20,000,000.00 20,000,000.00 49,800.00 0.00 20,049,800.00 0.20%60710RJG1 MIZUHO BANK LTD CERTIFICATE OF DEPOSIT FIXED DTD 26/JUL/2022 DUE 27/OCT/2022 2.8%60,000,000.00 60,000,000.00 100.0000 60,000,000.00 60,000,000.00 60,000,000.00 28,000.00 0.00 60,028,000.00 0.60%





(Base)

Accrued Income

(Base)

Unrealised

Gain/Loss (Base)

Market Value +

Accrued Income

(Base)

% of Fund



55380T2X7 MUFG BANK LTD NY BRAN CERTIFICATE OF DEPOSIT FIXED DTD 03/JUN/2022 DUE 06/SEP/2022 1.61%25,000,000.00 25,000,000.00 100.0000 25,000,000.00 25,000,000.00 25,000,000.00 65,965.28 0.00 25,065,965.28 0.25%55380T5E6 MUFG BANK LTD NY BRAN CERTIFICATE OF DEPOSIT FIXED DTD 20/JUL/2022 DUE 23/SEP/2022 2.45%50,000,000.00 50,000,000.00 100.0000 50,000,000.00 50,000,000.00 50,000,000.00 40,833.33 0.00 50,040,833.33 0.50%63763QJK4 NATIONAL SECS CLEARING CORPORATE COMMERCIAL PAPER DISCOUNT DTD 05/JUL/2022 DUE 19/SEP/2022 2.05%64,000,000.00 63,742,500.00 99.7161 63,818,291.67 63,742,500.00 63,818,291.67 0.00 75,791.67 63,818,291.67 0.64%63763QL13 NATIONAL SECS CLEARING CORPORATE COMMERCIAL PAPER DISCOUNT DTD 09/MAY/2022 DUE 01/NOV/2022 1.55%50,000,000.00 49,666,527.78 99.3739 49,686,944.45 49,666,527.78 49,686,944.45 0.00 20,416.67 49,686,944.45 0.50%63763QJ16 NATIONAL SECS CLEARING CORPORATE COMMERCIAL PAPER DISCOUNT DTD 25/FEB/2022 DUE 01/SEP/2022 0.79%115,000,000.00 114,606,062.50 99.8838 114,866,312.50 114,606,062.50 114,866,312.50 0.00 260,250.00 114,866,312.50 1.16%63763QHA8 NATIONAL SECS CLEARING CORPORATE COMMERCIAL PAPER DISCOUNT DTD 27/MAY/2022 DUE 10/AUG/2022 1.35%50,000,000.00 49,864,583.33 99.9675 49,983,750.00 49,864,583.33 49,983,750.00 0.00 119,166.67 49,983,750.00 0.50%63253KQ18 NAT'L AUSTRALIA FNDG CORPORATE COMMERCIAL PAPER DISCOUNT DTD 27/JUN/2022 DUE 01/MAR/2023 3.31%42,000,000.00 41,151,891.67 98.0272 41,171,433.34 41,151,891.67 41,171,433.34 0.00 19,541.67 41,171,433.34 0.41%63253LZL2 NAT'L AUSTRALIA FNDG CORPORATE COMMERCIAL PAPER VARIABLE DTD 02/MAR/2022 DUE 01/DEC/202238,000,000.00 38,000,000.00 100.0000 38,000,000.00 38,000,000.00 38,000,000.00 60,229.99 0.00 38,060,229.99 0.38%63253LZH1 NAT'L AUSTRALIA FNDG CORPORATE COMMERCIAL PAPER VARIABLE DTD 08/FEB/2022 DUE 08/AUG/202250,000,000.00 50,000,000.00 100.0000 50,000,000.00 50,000,000.00 50,000,000.00 58,555.55 0.00 50,058,555.55 0.50%63253LZN8 NAT'L AUSTRALIA FNDG CORPORATE COMMERCIAL PAPER VARIABLE DTD 08/JUN/2022 DUE 08/MAR/202325,000,000.00 25,000,000.00 100.0000 25,000,000.00 25,000,000.00 25,000,000.00 35,444.45 0.00 25,035,444.45 0.25%63253LZJ7 NAT'L AUSTRALIA FNDG CORPORATE COMMERCIAL PAPER VARIABLE DTD 09/FEB/2022 DUE 09/AUG/202250,000,000.00 50,000,000.00 100.0000 50,000,000.00 50,000,000.00 50,000,000.00 51,888.90 0.00 50,051,888.90 0.50%63253LZP3 NAT'L AUSTRALIA FNDG CORPORATE COMMERCIAL PAPER VARIABLE DTD 22/JUN/2022 DUE 22/MAR/202337,000,000.00 37,000,000.00 100.0000 37,000,000.00 37,000,000.00 37,000,000.00 23,166.11 0.00 37,023,166.11 0.37%63253LZM0 NAT'L AUSTRALIA FNDG CORPORATE COMMERCIAL PAPER VARIABLE DTD 24/MAY/2022 DUE 24/FEB/202316,000,000.00 16,000,000.00 100.0000 16,000,000.00 16,000,000.00 16,000,000.00 7,155.55 0.00 16,007,155.55 0.16%65558UMD1 NORDEA BANK ABP/NEW YORK NY CERTIFICATE OF DEPOSIT VARIABLE 28/NOV/2022 USD 100033,000,000.00 32,964,374.52 99.9182 32,972,997.25 32,964,374.52 32,972,997.25 8,295.84 8,622.73 32,981,293.09 0.33%65558UTY8 NORDEA BK ABP NY CERTIFICATE OF DEPOSIT FIXED DTD 03/JUN/2022 DUE 05/DEC/2022 2.19%10,000,000.00 10,000,000.00 100.0000 10,000,000.00 10,000,000.00 10,000,000.00 35,891.67 0.00 10,035,891.67 0.10%65558USR4 NORDEA BK ABP NY CERTIFICATE OF DEPOSIT FIXED DTD 04/MAY/2022 DUE 08/AUG/2022 1.24%15,000,000.00 15,000,000.00 100.0000 15,000,000.00 15,000,000.00 15,000,000.00 45,983.33 0.00 15,045,983.33 0.15%65558UUW0 NORDEA BK ABP NY CERTIFICATE OF DEPOSIT FIXED DTD 07/JUL/2022 DUE 06/OCT/2022 2.24%50,000,000.00 50,000,000.00 100.0000 50,000,000.00 50,000,000.00 50,000,000.00 77,777.78 0.00 50,077,777.78 0.50%65558UTD4 NORDEA BK ABP NY CERTIFICATE OF DEPOSIT FIXED DTD 16/MAY/2022 DUE 14/NOV/2022 1.82%50,000,000.00 50,000,000.00 100.0000 50,000,000.00 50,000,000.00 50,000,000.00 194,638.89 0.00 50,194,638.89 0.51%65558UTM4 NORDEA BK ABP NY CERTIFICATE OF DEPOSIT FIXED DTD 24/MAY/2022 DUE 25/NOV/2022 2.01%15,000,000.00 15,000,000.00 100.0000 15,000,000.00 15,000,000.00 15,000,000.00 57,787.50 0.00 15,057,787.50 0.15%67983UKS1 OLD LINE FUNDING LLC CORPORATE COMMERCIAL PAPER DISCOUNT DTD 02/MAY/2022 DUE 26/OCT/2022 2.0%26,000,000.00 25,797,777.78 99.4028 25,844,722.22 25,797,777.78 25,844,722.22 0.00 46,944.44 25,844,722.22 0.26%67983UL19 OLD LINE FUNDING LLC CORPORATE COMMERCIAL PAPER DISCOUNT DTD 04/MAY/2022 DUE 01/NOV/2022 2.05%17,000,000.00 16,862,186.67 99.5093 16,916,586.67 16,862,186.67 16,916,586.67 0.00 54,400.00 16,916,586.67 0.17%67983UL76 OLD LINE FUNDING LLC CORPORATE COMMERCIAL PAPER DISCOUNT DTD 09/JUN/2022 DUE 07/NOV/2022 2.08%16,000,000.00 15,863,764.44 99.4474 15,911,582.22 15,863,764.44 15,911,582.22 0.00 47,817.78 15,911,582.22 0.16%78012UT54 ROYAL BANK OF CANADA/NEW YORK NY CERTIFICATE OF DEPOSIT VARIABLE 14/SEP/2022 USD 100048,000,000.00 48,000,000.00 100.0000 48,000,000.00 48,000,000.00 48,000,000.00 104,600.00 0.00 48,104,600.00 0.48%78012U6R1 ROYAL BANK OF CANADA/NEW YORK NY CERTIFICATE OF DEPOSIT VARIABLE 16/JUN/2023 USD 100040,000,000.00 40,000,000.00 100.0000 40,000,000.00 40,000,000.00 40,000,000.00 106,255.57 0.00 40,106,255.57 0.40%78012U4S1 ROYAL BANK OF CANADA/NEW YORK NY CERTIFICATE OF DEPOSIT VARIABLE 24/MAR/2023 USD 100025,000,000.00 25,000,000.00 100.0000 25,000,000.00 25,000,000.00 25,000,000.00 55,611.11 0.00 25,055,611.11 0.25%78012UU86 ROYAL BK OF CANADA CERTIFICATE OF DEPOSIT FIXED DTD 30/SEP/2021 DUE 30/SEP/2022 0.2%17,000,000.00 17,000,000.00 100.0000 17,000,000.00 17,000,000.00 17,000,000.00 28,805.56 0.00 17,028,805.56 0.17%86959RYT1 SHBASS 1.46 10/11/22 20,000,000.00 20,000,000.00 100.0000 20,000,000.00 20,000,000.00 20,000,000.00 90,844.44 0.00 20,090,844.44 0.20%ABK9973N7 SHINHAN BANK NY CERTIFICATE OF DEPOSIT FIXED 1.95% DTD 15/JUN/2022 DUE 13/SEP/202265,000,000.00 65,000,000.00 100.0000 65,000,000.00 65,000,000.00 65,000,000.00 165,479.17 0.00 65,165,479.17 0.66%ABK9992M6 SHINHAN BNK NY BRCH CERTIFICATE OF DEPOSIT FIXED 10,000,000.00 10,000,000.00 100.0000 10,000,000.00 10,000,000.00 10,000,000.00 25,027.78 0.00 10,025,027.78 0.10%83050PD97 SKANDIN ENS BANKEN CERTIFICATE OF DEPOSIT FIXED DTD 01/JUN/2022 DUE 01/SEP/2022 1.485%46,000,000.00 46,000,000.00 100.0000 46,000,000.00 46,000,000.00 46,000,000.00 115,747.50 0.00 46,115,747.50 0.46%83050PE54 SKANDIN ENS BANKEN CERTIFICATE OF DEPOSIT FIXED DTD 08/JUN/2022 DUE 11/OCT/2022 1.89%10,000,000.00 10,000,000.00 100.0000 10,000,000.00 10,000,000.00 10,000,000.00 28,350.00 0.00 10,028,350.00 0.10%83050PZC6 SKANDIN ENS BANKEN CERTIFICATE OF DEPOSIT FIXED DTD 08/MAR/2022 DUE 09/SEP/2022 1.2%30,000,000.00 30,000,000.00 100.0000 30,000,000.00 30,000,000.00 30,000,000.00 146,000.00 0.00 30,146,000.00 0.30%83050PE62 SKANDIN ENS BANKEN CERTIFICATE OF DEPOSIT FIXED DTD 13/JUN/2022 DUE 13/OCT/2022 2.07%50,000,000.00 50,000,000.00 100.0000 50,000,000.00 50,000,000.00 50,000,000.00 140,875.00 0.00 50,140,875.00 0.50%83050PC80 SKANDIN ENS BANKEN CERTIFICATE OF DEPOSIT FIXED DTD 25/MAY/2022 DUE 01/SEP/2022 1.45%10,000,000.00 10,000,000.00 100.0000 10,000,000.00 10,000,000.00 10,000,000.00 27,388.89 0.00 10,027,388.89 0.10%83050PA58 SKANDIN ENS BANKEN CERTIFICATE OF DEPOSIT FIXED DTD 26/APR/2022 DUE 26/SEP/2022 1.68%33,000,000.00 33,000,000.00 100.0000 33,000,000.00 33,000,000.00 33,000,000.00 149,380.00 0.00 33,149,380.00 0.33%86565FNA6 SUMITOMO MTSU BKG CORP CERTIFICATE OF DEPOSIT FIXED DTD 10/JUN/2022 DUE 12/SEP/2022 1.5%100,000,000.00 100,000,000.00 100.0000 100,000,000.00 100,000,000.00 100,000,000.00 216,666.67 0.00 100,216,666.67 1.01%86565FNP3 SUMITOMO MTSU BKG CORP CERTIFICATE OF DEPOSIT FIXED DTD 17/JUN/2022 DUE 20/SEP/2022 2.01%50,000,000.00 50,000,000.00 100.0000 50,000,000.00 50,000,000.00 50,000,000.00 125,625.00 0.00 50,125,625.00 0.50%86565FPC0 SUMITOMO MTSU BKG CORP CERTIFICATE OF DEPOSIT FIXED DTD 27/JUN/2022 DUE 26/SEP/2022 2.1%38,000,000.00 38,000,000.00 100.0000 38,000,000.00 38,000,000.00 38,000,000.00 77,583.33 0.00 38,077,583.33 0.38%86959RC65 SVENSKA HANDELSBANKEN/NEW YORK NY CERTIFICATE OF DEPOSIT VARIABLE 12/APR/2023 USD 100065,000,000.00 65,000,000.00 100.0000 65,000,000.00 65,000,000.00 65,000,000.00 81,051.41 0.00 65,081,051.41 0.65%86959RZY9 SVENSKA HANDELSBANKEN/NEW YORK NY CERTIFICATE OF DEPOSIT VARIABLE 14/MAR/2023 USD 100027,000,000.00 27,000,000.00 100.0000 27,000,000.00 27,000,000.00 27,000,000.00 28,979.99 0.00 27,028,979.99 0.27%86959RXH8 SVENSKA HANDELSBANKEN/NEW YORK NY CERTIFICATE OF DEPOSIT VARIABLE 23/NOV/2022 USD 100038,500,000.00 38,500,000.00 100.0000 38,500,000.00 38,500,000.00 38,500,000.00 15,357.23 0.00 38,515,357.23 0.39%86959RVJ6 SVENSKA HANDLSBNKN AB CERTIFICATE OF DEPOSIT FIXED DTD 01/DEC/2021 DUE 01/SEP/2022 0.345%20,000,000.00 20,000,759.15 100.0004 20,000,085.89 20,000,759.15 20,000,085.89 46,575.00 (673.26) 20,046,660.89 0.20%86959RZU7 SVENSKA HANDLSBNKN AB CERTIFICATE OF DEPOSIT FIXED DTD 07/JUN/2022 DUE 07/SEP/2022 1.42%60,000,000.00 60,000,000.00 100.0000 60,000,000.00 60,000,000.00 60,000,000.00 130,166.67 0.00 60,130,166.67 0.61%86959RWF3 SVENSKA HANDLSBNKN AB CERTIFICATE OF DEPOSIT FIXED DTD 18/JAN/2022 DUE 15/AUG/2022 0.46%37,000,000.00 37,000,000.00 100.0000 37,000,000.00 37,000,000.00 37,000,000.00 92,191.67 0.00 37,092,191.67 0.37%87019WCX1 SWEDBANK (SPARBANK) CERTIFICATE OF DEPOSIT FIXED DTD 05/JUL/2022 DUE 05/OCT/2022 2.33%45,000,000.00 45,000,000.00 100.0000 45,000,000.00 45,000,000.00 45,000,000.00 78,637.50 0.00 45,078,637.50 0.45%87019WCE3 SWEDBANK (SPARBANK) CERTIFICATE OF DEPOSIT FIXED DTD 08/JUN/2022 DUE 08/DEC/2022 2.16%70,000,000.00 70,000,000.00 100.0000 70,000,000.00 70,000,000.00 70,000,000.00 226,800.00 0.00 70,226,800.00 0.71%87019WCJ2 SWEDBANK (SPARBANK) CERTIFICATE OF DEPOSIT FIXED DTD 16/JUN/2022 DUE 15/DEC/2022 2.85%40,000,000.00 40,000,000.00 100.0000 40,000,000.00 40,000,000.00 40,000,000.00 145,666.67 0.00 40,145,666.67 0.40%87019WBS3 SWEDBANK (SPARBANK) CERTIFICATE OF DEPOSIT FIXED DTD 17/MAY/2022 DUE 17/NOV/2022 1.98%26,000,000.00 26,000,000.00 100.0000 26,000,000.00 26,000,000.00 26,000,000.00 108,680.00 0.00 26,108,680.00 0.26%88602UJL5 THUNDER BAY FNDNG LLC. CORPORATE COMMERCIAL PAPER DISCOUNT DTD 20/MAY/2022 DUE 20/SEP/2022 1.67%20,000,000.00 19,894,222.22 99.7778 19,955,555.55 19,894,222.22 19,955,555.55 0.00 61,333.33 19,955,555.55 0.20%88602UHQ6 THUNDER BAY FNDNG LLC. CORPORATE COMMERCIAL PAPER DISCOUNT DTD 25/MAR/2022 DUE 24/AUG/2022 1.3%40,000,000.00 39,877,111.11 99.9106 39,964,222.22 39,877,111.11 39,964,222.22 0.00 87,111.11 39,964,222.22 0.40%88603AEN9 THUNDER BAY FNDNG LLC. CORPORATE COMMERCIAL PAPER VARIABLE DTD 13/JUN/2022 DUE 12/DEC/202265,000,000.00 65,000,000.00 100.0000 65,000,000.00 65,000,000.00 65,000,000.00 70,452.80 0.00 65,070,452.80 0.65%89114WRE7 TORONTO-DOMINION BANK/NY CERTIFICATE OF DEPOSIT 39,000,000.00 39,000,000.00 100.0000 39,000,000.00 39,000,000.00 39,000,000.00 114,129.10 0.00 39,114,129.10 0.39%ABK9908N7 TORONTO-DOMINION BANK09-29-2017 BA CERTIFICATE OF DEPOSIT VARIABLE DTD 13/JUN/2022 DUE 13/SEP/202335,000,000.00 35,000,000.00 100.0000 35,000,000.00 35,000,000.00 35,000,000.00 61,454.17 0.00 35,061,454.17 0.35%89114WLX1 TORONTO-DOMINION CERTIFICATE OF DEPOSIT FIXED DTD 02/DEC/2021 DUE 01/DEC/2022 0.47%13,000,000.00 13,000,000.00 100.0000 13,000,000.00 13,000,000.00 13,000,000.00 41,072.78 0.00 13,041,072.78 0.13%89114WYC3 TORONTO-DOMINION CERTIFICATE OF DEPOSIT FIXED DTD 02/JUN/2022 DUE 01/JUN/2023 2.95%20,000,000.00 20,000,000.00 100.0000 20,000,000.00 20,000,000.00 20,000,000.00 98,333.33 0.00 20,098,333.33 0.20%89114WYN9 TORONTO-DOMINION CERTIFICATE OF DEPOSIT FIXED DTD 09/JUN/2022 DUE 09/JUN/2023 3.0%35,000,000.00 35,000,000.00 100.0000 35,000,000.00 35,000,000.00 35,000,000.00 154,583.33 0.00 35,154,583.33 0.35%89114WYV1 TORONTO-DOMINION CERTIFICATE OF DEPOSIT FIXED DTD 10/JUN/2022 DUE 09/JUN/2023 3.1%23,000,000.00 23,000,000.00 100.0000 23,000,000.00 23,000,000.00 23,000,000.00 102,988.89 0.00 23,102,988.89 0.23%89114WSV8 TORONTO-DOMINION CERTIFICATE OF DEPOSIT FIXED DTD 18/MAR/2022 DUE 17/MAR/2023 1.9%20,000,000.00 20,000,000.00 100.0000 20,000,000.00 20,000,000.00 20,000,000.00 143,555.56 0.00 20,143,555.56 0.20%89114WZA6 TORONTO-DOMINION CERTIFICATE OF DEPOSIT FIXED DTD 21/JUN/2022 DUE 21/FEB/2023 3.29%10,000,000.00 10,002,663.31 100.0222 10,002,217.61 10,002,663.31 10,002,217.61 37,469.44 (445.70) 10,039,687.05 0.10%89114WLQ6 TORONTO-DOMINION CERTIFICATE OF DEPOSIT FIXED DTD 30/NOV/2021 DUE 01/DEC/2022 0.37%20,000,000.00 20,000,000.00 100.0000 20,000,000.00 20,000,000.00 20,000,000.00 50,155.56 0.00 20,050,155.56 0.20%89114WH73 TORONTO-DOMINION CERTIFICATE OF DEPOSIT FIXED DTD 30/SEP/2021 DUE 30/SEP/2022 0.2%17,000,000.00 17,000,000.00 100.0000 17,000,000.00 17,000,000.00 17,000,000.00 28,805.56 0.00 17,028,805.56 0.17%89114WQ57 TORONTO-DOMINION CERTIFICATE OF DEPOSIT VARIABLE DTD 02/FEB/2022 DUE 01/FEB/202325,000,000.00 25,000,000.00 100.0000 25,000,000.00 25,000,000.00 25,000,000.00 79,208.36 0.00 25,079,208.36 0.25%89114WM93 TORONTO-DOMINION CERTIFICATE OF DEPOSIT VARIABLE DTD 07/DEC/2021 DUE 07/DEC/202240,000,000.00 40,000,000.00 100.0000 40,000,000.00 40,000,000.00 40,000,000.00 61,722.32 0.00 40,061,722.32 0.40%89114WZC2 TORONTO-DOMINION CERTIFICATE OF DEPOSIT VARIABLE DTD 22/JUN/2022 DUE 22/JUN/202322,000,000.00 22,000,000.00 100.0000 22,000,000.00 22,000,000.00 22,000,000.00 50,844.46 0.00 22,050,844.46 0.22%89233HJ96 TOYOTA MOTOR CREDIT CORPORATE COMMERCIAL PAPER DISCOUNT DTD 13/DEC/2021 DUE 09/SEP/2022 0.37%20,000,000.00 19,915,666.67 99.8213 19,964,250.00 19,915,666.67 19,964,250.00 0.00 48,583.33 19,964,250.00 0.20%89233HKC7 TOYOTA MOTOR CREDIT CORPORATE COMMERCIAL PAPER DISCOUNT DTD 13/JUN/2022 DUE 12/OCT/2022 2.02%60,000,000.00 59,635,750.00 99.5300 59,718,000.00 59,635,750.00 59,718,000.00 0.00 82,250.00 59,718,000.00 0.60%93114FH15 WAL-MART INC CORPORATE COMMERCIAL PAPER DISCOUNT DTD 14/JUN/2022 DUE 01/AUG/2022 1.43%93,000,000.00 92,829,816.66 100.0000 93,000,000.00 92,829,816.66 93,000,000.00 0.00 170,183.34 93,000,000.00 0.94%96130APK8 WESTPAC BANKING CORP/NY CERTIFICATE OF DEPOSIT VARIABLE 10/MAR/2023 USD 100085,000,000.00 85,000,000.00 100.0000 85,000,000.00 85,000,000.00 85,000,000.00 105,045.81 0.00 85,105,045.81 0.86%96130AMC9 WESTPAC BKING CORP NY CERTIFICATE OF DEPOSIT FIXED DTD 04/MAR/2022 DUE 06/SEP/2022 0.9%50,000,000.00 50,000,000.00 100.0000 50,000,000.00 50,000,000.00 50,000,000.00 187,500.00 0.00 50,187,500.00 0.50%96130AMH8 WESTPAC BKING CORP NY CERTIFICATE OF DEPOSIT FIXED DTD 08/MAR/2022 DUE 08/SEP/2022 1.15%45,000,000.00 45,000,000.00 100.0000 45,000,000.00 45,000,000.00 45,000,000.00 209,875.00 0.00 45,209,875.00 0.45%96130AKZ0 WESTPAC BKING CORP NY CERTIFICATE OF DEPOSIT FIXED DTD 20/OCT/2021 DUE 20/OCT/2022 0.27%18,000,000.00 17,892,170.83 99.6285 17,933,129.20 17,892,170.83 17,933,129.20 38,475.00 40,958.37 17,971,604.20 0.18%96130APE2 WESTPAC BKING CORP NY CERTIFICATE OF DEPOSIT FIXED DTD 23/MAY/2022 DUE 21/FEB/2023 2.52%14,000,000.00 14,000,000.00 100.0000 14,000,000.00 14,000,000.00 14,000,000.00 68,600.00 0.00 14,068,600.00 0.14%96130ALD8 WESTPAC BKING CORP NY CERTIFICATE OF DEPOSIT FIXED DTD 28/OCT/2021 DUE 01/AUG/2022 0.25%40,000,000.00 40,000,000.00 100.0000 40,000,000.00 40,000,000.00 40,000,000.00 76,944.44 0.00 40,076,944.44 0.40%98106JFP5 WOORI BANK CERTIFICATE OF DEPOSIT FIXED DTD 27/MAY/2022 DUE 02/SEP/2022 1.7%15,000,000.00 15,003,800.42 100.0088 15,001,321.89 15,003,800.42 15,001,321.89 46,750.00 (2,478.53) 15,048,071.89 0.15%98106JFL4 WOORI BANK CERTIFICATE OF DEPOSIT FIXED DTD 31/MAY/2022 DUE 02/SEP/2022 1.69%50,000,000.00 50,000,000.00 100.0000 50,000,000.00 50,000,000.00 50,000,000.00 145,527.78 0.00 50,145,527.78 0.50%96130APL6 WSTP FLOAT 03/17/23 25,000,000.00 25,000,000.00 100.0000 25,000,000.00 25,000,000.00 25,000,000.00 21,118.05 0.00 25,021,118.05 0.25%

SHORT TERM INVESTMENTS Subtotal 7,866,613,554.97 7,873,919,701.06 7,866,613,554.97 7,873,919,701.06 8,264,828.32 7,306,146.09 7,882,184,529.38 79.31%





(Base)

Accrued Income

(Base)

Unrealised

Gain/Loss (Base)

Market Value +

Accrued Income

(Base)

% of Fund



09248U700 BLACKROCK LIQUIDITY FUNDS INSTITUTIONAL SHSFEDFUND PORTFOLIO164,980,555.71 164,980,555.71 100.0000 164,980,555.71 164,980,555.71 164,980,555.71 224,061.29 0.00 165,204,617.00 1.66%

INVESTMENT COMPANIES Subtotal 164,980,555.71 164,980,555.71 164,980,555.71 164,980,555.71 224,061.29 0.00 165,204,617.00 1.66%

EXPENSE 00015 ADVISOR 0.00 0.00 0.0000 0.00 0.00 0.00 (348,016.93) 0.00 (348,016.93) 0.00%

MISCELLANEOUS Subtotal 0.00 0.00 0.00 0.00 (348,016.93) 0.00 (348,016.93) 0.00%

USD Subtotal 9,935,651,680.83 9,942,434,590.16 9,935,651,680.83 9,942,434,590.16 (3,908,535.73) 6,782,909.33 9,938,526,054.43 100.00%

3015463600 Grand Total ############## 9,942,434,590.16 (3,908,535.73) 6,782,909.33 9,938,526,054.43 100.00%



1

LGIP Extended Maturity (EM) Compliance

Investment staff affirms the portfolio complies with the following standards at time of purchase for the month of July 2022. Maturity/Duration Requirements

o The weighted average maturity (WAM) is one year +/-3 months. o The maximum final maturity is five years.

Portfolio Quality

o All holdings and securities purchased were Eligible Securities in compliance with Treasury Board approved guidelines.

Asset Allocation

o The portfolio is currently in compliance with asset allocation guidelines. S&P Global Ratings

o The portfolio is in compliance with S&P requirements for a ‘AAAf’/S1+ rating.


Jul Jun ChangeUS MMK Funds

LGIP 2.2% 0.3% 1.9%Sub-Total 2.2% 0.3% 1.9%

Government SecuritiesUS Gov MMK Funds 0.0% 0.0% 0.0%

Repurchase Agreements 0.0% 0.0% 0.0%

U.S. Treasury 17.7% 16.8% 0.9%

Agency Securities 28.6% 27.2% 1.4%

AAA Sovereign 5.1% 6.2% -1.1%Sub-Total 51.4% 50.2% 1.2%

Credit Securities

CD's, Bank Notes & Bankers Acceptance 28.0% 28.7% -0.7%


Corporate Notes 10.8% 10.3% 0.5%Sub-Total 46.4% 49.5% -3.1%

Total 100.0% 100.0% 0.0%Asset allocation calculations are based on end of month par balance while portfolio compliance is measured at the time an asset is purchased.


Asset Allocation and Risk ProfileLocal Government Investment Pool EM

July 31, 2022


FISCAL YEAR2023 Net Asset Value NAV Duration NAV Gross Bank of America Merrill Lynch Duration

$ (millions) (Per Share) (Years) YTM U.S. 1-Year Treasury Bill Index1 (Years)

July 2022 $295.2 $9.87 0.86 1.16% 2.88% 0.86

August 2022

September 2022

October 2022

November 2022

December 2022

January 2023

February 2023

March 2023

April 2023

May 2023

June 2023

Year-to-Date Average2$295.2 $9.87 0.86 1.16% 2.88% 0.86

1 As reported on Bloomberg.2 YTD Average is weighted for the LGIP EM.

LGIP EM & BENCHMARK YIELD AND DURATION COMPARISONS

LGIP EM Benchmark

3 8/10/2022 9:19 AM


LGIP EM HOLDINGSS&P SURVEILLANCE REPORTAs of July 31, 2022

SECURITY TYPES: S&P RATING: FUND SUMMARY: MATURITIES:Treasuries 17.4% AAA < 31d 2.3% 0.0

Treasury Notes 17.4% AAA > 365d 0.0% 0.0 Market Value: $294,776,506 0 to 1 Years 68.0%Treasury Bills 0.0% AA+ > 365d 32.0% 8.0 30 Day Yield (%) 0.00% 1 to 2 Years 19.1%

Agencies 28.1% AA > 365d 0.0% 0.0 Gross 30 Day Yield (%) 0.00% 2 to 3 Years 6.2%Discount Notes 0.0% AA- > 365d 0.0% 0.0 Yield to Maturity: 0.00% 3 to 5 Years 6.8%Agency Fixed Rate 26.8% A-1+ < 31d 5.7% 0.1 Monthly Total Return: 0.234%Agency Floating Rate 1.4% A-1+ < 92d 6.6% 0.1 Benchmark Total Return: 0.110%

AAA Sovereigns 1.6% A-1+ < 365d 37.2% 2.6 NAV (per share): 9.87World Bank 3.6% A-1 < 31d 1.8% 0.2 WAM: 0.86Credit 47.1% A-1 < 92d 6.8% 1.4 Effective Duration: 0.00

Commercial Paper 6.4% A-1 < 365d 7.6% 3.0ABCP 1.3% 100.0% 15.399YCD Fixed Rate 17.5% S&P rating AAAfYCD Floating Rate 10.9%Corporate Fixed Rate 10.1%Corporate Floating Rate 0.8%

Cash 2.3%100.0%

TOP TEN HOLDINGS:CUSIP Issuer Percent of Fund Market Value Maturity DTM

1. 3133EL3E2 FEDERAL FARM CREDIT BANKS FUNDING CORP CALLABLE 3.7% 10,783,526$ 8/10/2023 3752. 459058ES8 INTERNATIONAL BANK FOR RECONSTRUCTION & 3.6% 10,472,004$ 10/7/2022 683. 912828T91 UNITED STATES OF AMERICA NOTES FIXED 1.625% 3.3% 9,838,281$ 10/31/2023 4574. 91282CCK5 UNITED STATES OF AMERICA NOTES FIXED 0.125% 3.3% 9,744,141$ 6/30/2023 3345. 23344NYE0 DNB BANK ASA, NY BRANC CERTIFICATE OF DEPOSIT 2.4% 6,995,180$ 11/15/2022 1076. AAM9943P9 VIRGINIA TREASURY LGIP STIF 2.2% 6,598,559$ 12/31/2049 17. 637639AA3 NATIONAL SECURITIES CLEARING CORP CALLABLE NOTES 2.1% 6,156,379$ 4/23/2023 2668. 90275DPW4 UBS AG STAMFORD BRAN CERTIFICATE OF DEPOSIT FIXED 2.0% 5,986,231$ 10/20/2022 819. 594918AQ7 MICROSOFT CORP CALLABLE NOTES FIXED 2.125% 1.8% 5,275,128$ 11/15/2022 107

10. 20271EYX1 COMMONWEALTH BANK OF AUSTRALIA/NEW YORK NY 1.7% 4,996,037$ 2/21/2023 205

Asset allocation calculations are based on market value at end of month while portfolio compliance is measured at the time an asset is purchased.


Account: 3014143700 - LGIP EM Created: 08 Aug 2022 08:03

Security No. Security Description Holding Cost (Local) Price (Local)Market Value

(Local)

Offer Market

Value (Local)Cost (Base)

Market Value

(Base)

Accrued Income

(Base)

Unrealised

Gain/Loss (Base)

Market Value +

Accrued Income

(Base)

% of Fund

Account: 3014143700 Base: UNKNOWN NAV Value: 295,196,997.71

Currency: USD Rate: 1.0000

037833BU3 APPLE INC CALLABLE NOTES FIXED 2.85% 23/FEB/2023 USD 1000 3,127,000.00 3,163,931.38 99.8663 3,122,820.67 0.00 3,163,931.38 3,122,820.67 39,203.25 (41,110.71) 3,162,023.92 1.07%084670BR8 BERKSHIRE HATHAWAY INC CALLABLE NOTES FIXED 2.75% 15/MAR/2023 USD 1000500,000.00 504,610.00 99.8101 499,050.39 0.00 504,610.00 499,050.39 5,194.87 (5,559.61) 504,245.26 0.17%166764AB6 CHEVRON CORP CALLABLE NOTES FIXED 2.355% 05/DEC/2022 USD 10002,544,000.00 2,553,186.46 99.8796 2,540,936.90 0.00 2,553,186.46 2,540,936.90 9,330.43 (12,249.56) 2,550,267.33 0.86%30216BHA3 EXPORT DEVELOPMENT CANADA NOTES FIXED 2.5% 24/JAN/2023 USD 50004,720,000.00 4,791,410.00 99.8053 4,710,811.43 0.00 4,791,410.00 4,710,811.43 2,565.22 (80,598.57) 4,713,376.65 1.60%30231GBB7 EXXON MOBIL CORP CALLABLE NOTES FIXED 1.902% 16/AUG/2022 USD 10003,250,000.00 3,273,806.25 99.9773 3,249,260.79 0.00 3,273,806.25 3,249,260.79 28,346.10 (24,545.46) 3,277,606.89 1.11%3133EL6R0 FEDERAL FARM CREDIT BANKS FUNDING CORP BOND FIXED 0.15% 09/SEP/2022 USD 1000165,000.00 164,738.81 99.7372 164,566.35 0.00 164,738.81 164,566.35 97.52 (172.46) 164,663.87 0.06%3133EM2E1 FEDERAL FARM CREDIT BANKS FUNDING CORP BOND FIXED 0.16% 10/AUG/2023 USD 10003,000,000.00 2,998,429.26 97.1446 2,914,338.84 0.00 2,998,429.26 2,914,338.84 2,280.66 (84,090.42) 2,916,619.50 0.99%3133EMWL2 FEDERAL FARM CREDIT BANKS FUNDING CORP BOND FIXED 0.2% 19/JUL/2023 USD 1000452,000.00 452,103.96 97.3493 440,018.73 0.00 452,103.96 440,018.73 31.93 (12,085.23) 440,050.66 0.15%3133EMRZ7 FEDERAL FARM CREDIT BANKS FUNDING CORP BOND FIXED 0.25% 26/FEB/2024 USD 10005,000,000.00 4,998,200.00 96.0716 4,803,579.60 0.00 4,998,200.00 4,803,579.60 5,386.74 (194,620.40) 4,808,966.34 1.63%3133ENEJ5 FEDERAL FARM CREDIT BANKS FUNDING CORP BOND FIXED 0.875% 18/NOV/2024 USD 10002,000,000.00 1,997,700.00 95.5033 1,910,066.94 0.00 1,997,700.00 1,910,066.94 3,566.58 (87,633.06) 1,913,633.52 0.65%3133ENKS8 FEDERAL FARM CREDIT BANKS FUNDING CORP BOND FIXED 1.125% 06/JAN/2025 USD 10002,000,000.00 1,995,500.00 95.8111 1,916,221.82 0.00 1,995,500.00 1,916,221.82 1,589.67 (79,278.18) 1,917,811.49 0.65%3133EKY91 FEDERAL FARM CREDIT BANKS FUNDING CORP BOND FIXED 1.375% 11/OCT/2022 USD 10001,525,000.00 1,533,097.75 99.8062 1,522,044.95 0.00 1,533,097.75 1,522,044.95 6,416.67 (11,052.80) 1,528,461.62 0.52%3133EKP75 FEDERAL FARM CREDIT BANKS FUNDING CORP BOND FIXED 1.6% 17/SEP/2024 USD 1000210,000.00 217,562.10 97.4598 204,665.51 0.00 217,562.10 204,665.51 1,250.87 (12,896.59) 205,916.38 0.07%3133ELJM7 FEDERAL FARM CREDIT BANKS FUNDING CORP BOND FIXED 1.65% 23/JAN/2025 USD 1000875,000.00 900,567.50 97.0374 849,077.01 0.00 900,567.50 849,077.01 353.09 (51,490.49) 849,430.10 0.29%3133EHZP1 FEDERAL FARM CREDIT BANKS FUNDING CORP BOND FIXED 1.85% 20/SEP/2022 USD 1000300,000.00 310,358.25 99.9419 299,825.60 0.00 310,358.25 299,825.60 2,020.92 (10,532.65) 301,846.52 0.10%3133EKQP4 FEDERAL FARM CREDIT BANKS FUNDING CORP BOND FIXED 1.875% 12/DEC/2022 USD 1000315,000.00 326,932.20 99.7300 314,149.37 0.00 326,932.20 314,149.37 806.86 (12,782.83) 314,956.23 0.11%3133EKPT7 FEDERAL FARM CREDIT BANKS FUNDING CORP BOND FIXED 2.125% 05/JUN/2023 USD 1000582,000.00 610,582.02 99.3793 578,387.65 0.00 610,582.02 578,387.65 1,926.09 (32,194.37) 580,313.74 0.20%3133ENYH7 FEDERAL FARM CREDIT BANKS FUNDING CORP BOND FIXED 2.625% 10/JUN/2024 USD 10002,000,000.00 1,997,490.00 99.4701 1,989,401.86 0.00 1,997,490.00 1,989,401.86 7,459.02 (8,088.14) 1,996,860.88 0.68%3133ENWP1 FEDERAL FARM CREDIT BANKS FUNDING CORP BOND FIXED 2.625% 16/MAY/2024 USD 10003,000,000.00 2,995,950.00 99.4330 2,982,990.66 0.00 2,995,950.00 2,982,990.66 16,477.58 (12,959.34) 2,999,468.24 1.02%3133EJUS6 FEDERAL FARM CREDIT BANKS FUNDING CORP BOND FIXED 2.875% 17/JUL/2023 USD 1000155,000.00 163,140.60 99.9238 154,881.89 0.00 163,140.60 154,881.89 181.64 (8,258.71) 155,063.53 0.05%3133EDBU5 FEDERAL FARM CREDIT BANKS FUNDING CORP BOND FIXED 3.5% 20/DEC/2023 USD 1000283,000.00 310,734.00 100.6958 284,969.24 0.00 310,734.00 284,969.24 1,136.64 (25,764.76) 286,105.88 0.10%3133ELZA5 FEDERAL FARM CREDIT BANKS FUNDING CORP BOND VARIABLE 11/MAY/2023 USD 10001,000,000.00 1,001,190.00 100.2724 1,002,724.49 0.00 1,001,190.00 1,002,724.49 3,756.11 1,534.49 1,006,480.60 0.34%3133EM7M8 FEDERAL FARM CREDIT BANKS FUNDING CORP BOND VARIABLE 21/FEB/2023 USD 10003,000,000.00 3,000,000.00 100.0738 3,002,215.32 0.00 3,000,000.00 3,002,215.32 2,045.61 2,215.32 3,004,260.93 1.02%3133EMLF7 FEDERAL FARM CREDIT BANKS FUNDING CORP CALLABLE BOND FIXED 0.12% 22/SEP/2022 USD 10003,000,000.00 2,986,860.00 99.6479 2,989,437.09 0.00 2,986,860.00 2,989,437.09 1,291.30 2,577.09 2,990,728.39 1.01%3133EL5J9 FEDERAL FARM CREDIT BANKS FUNDING CORP CALLABLE BOND FIXED 0.3% 01/SEP/2023 USD 10002,000,000.00 2,001,300.00 97.0678 1,941,355.54 0.00 2,001,300.00 1,941,355.54 2,494.57 (59,944.46) 1,943,850.11 0.66%3133EMHL9 FEDERAL FARM CREDIT BANKS FUNDING CORP CALLABLE BOND FIXED 0.31% 30/NOV/2023 USD 10001,980,000.00 1,981,696.86 96.4682 1,910,070.08 0.00 1,981,696.86 1,910,070.08 1,050.80 (71,626.78) 1,911,120.88 0.65%3133EL3E2 FEDERAL FARM CREDIT BANKS FUNDING CORP CALLABLE BOND FIXED 0.32% 10/AUG/2023 USD 100011,100,000.00 11,100,710.20 97.1489 10,783,525.68 0.00 11,100,710.20 10,783,525.68 16,876.91 (317,184.52) 10,800,402.59 3.66%3133ELVX9 FEDERAL FARM CREDIT BANKS FUNDING CORP CALLABLE BOND FIXED 0.875% 08/APR/2024 USD 1000135,000.00 136,255.50 96.5393 130,328.12 0.00 136,255.50 130,328.12 371.16 (5,927.38) 130,699.28 0.04%3130A7PH2 FEDERAL HOME LOAN BANKS BOND FIXED 1.875% 08/MAR/2024 USD 5000125,000.00 131,361.25 98.2885 122,860.66 0.00 131,361.25 122,860.66 929.86 (8,500.59) 123,790.52 0.04%313381BR5 FEDERAL HOME LOAN BANKS BOND FIXED 1.875% 09/DEC/2022 USD 5000945,000.00 956,907.00 99.6497 941,690.04 0.00 956,907.00 941,690.04 2,565.83 (15,216.96) 944,255.87 0.32%313382A29 FEDERAL HOME LOAN BANKS BOND FIXED 2.1% 01/DEC/2022 USD 5000100,000.00 104,247.00 99.8346 99,834.56 0.00 104,247.00 99,834.56 350.00 (4,412.44) 100,184.56 0.03%3133834G3 FEDERAL HOME LOAN BANKS BOND FIXED 2.125% 09/JUN/2023 USD 50001,915,000.00 1,983,327.20 99.2615 1,900,857.61 0.00 1,983,327.20 1,900,857.61 5,892.81 (82,469.59) 1,906,750.42 0.65%3130A6C70 FEDERAL HOME LOAN BANKS BOND FIXED 2.625% 12/SEP/2025 USD 5000315,000.00 347,208.75 99.3187 312,853.99 0.00 347,208.75 312,853.99 3,190.66 (34,354.76) 316,044.65 0.11%3130A0F70 FEDERAL HOME LOAN BANKS BOND FIXED 3.375% 08/DEC/2023 USD 50001,150,000.00 1,193,264.00 100.4789 1,155,507.61 0.00 1,193,264.00 1,155,507.61 5,726.43 (37,756.39) 1,161,234.04 0.39%3130AJZH5 FEDERAL HOME LOAN BANKS CALLABLE BOND FIXED 0.45% 27/AUG/2024 USD 5000210,000.00 210,008.40 95.3415 200,217.05 0.00 210,008.40 200,217.05 404.63 (9,791.35) 200,621.68 0.07%3130AL7E8 FEDERAL HOME LOAN BANKS CALLABLE BOND FIXED 0.6% 25/FEB/2026 USD 50001,000,000.00 1,000,000.00 92.9657 929,657.02 0.00 1,000,000.00 929,657.02 2,602.21 (70,342.98) 932,259.23 0.32%3130AJLA5 FEDERAL HOME LOAN BANKS CALLABLE BOND FIXED 0.75% 19/MAY/2025 USD 50002,000,000.00 2,000,160.00 94.2707 1,885,413.06 0.00 2,000,160.00 1,885,413.06 3,016.30 (114,746.94) 1,888,429.36 0.64%3130ANNA4 FEDERAL HOME LOAN BANKS CALLABLE BOND FIXED 1.5% 28/AUG/2026 USD 50002,000,000.00 2,043,120.00 95.4581 1,909,161.76 0.00 2,043,120.00 1,909,161.76 12,762.43 (133,958.24) 1,921,924.19 0.65%3130ARVQ1 FEDERAL HOME LOAN BANKS CALLABLE NOTES FIXED 3.125% 17/MAY/2024 USD 50002,000,000.00 2,000,000.00 99.5588 1,991,175.70 0.00 2,000,000.00 1,991,175.70 12,393.53 (8,824.30) 2,003,569.23 0.68%3134GWJH0 FEDERAL HOME LOAN MORTGAGE CORP CALLABLE MEDIUM TERM NOTE FIXED 0.625% 20/AUG/2025 USD 1000975,000.00 975,000.00 93.4768 911,398.48 0.00 975,000.00 911,398.48 2,727.04 (63,601.52) 914,125.52 0.31%3134GVB56 FEDERAL HOME LOAN MORTGAGE CORP CALLABLE MEDIUM TERM NOTE FIXED 0.7% 10/JUN/2025 USD 1000800,000.00 799,520.00 93.5040 748,032.10 0.00 799,520.00 748,032.10 795.63 (51,487.90) 748,827.73 0.25%3134GVSY5 FEDERAL HOME LOAN MORTGAGE CORP CALLABLE MEDIUM TERM NOTE FIXED 0.7% 13/MAY/2025 USD 1000750,000.00 749,250.00 93.6569 702,426.71 0.00 749,250.00 702,426.71 1,141.30 (46,823.29) 703,568.01 0.24%3134GVR26 FEDERAL HOME LOAN MORTGAGE CORP CALLABLE MEDIUM TERM NOTE FIXED 0.7% 25/JUN/2025 USD 10001,000,000.00 999,800.00 93.4208 934,208.16 0.00 999,800.00 934,208.16 707.65 (65,591.84) 934,915.81 0.32%3134GVQF8 FEDERAL HOME LOAN MORTGAGE CORP CALLABLE MEDIUM TERM NOTE FIXED 0.75% 30/APR/2025 USD 1000645,000.00 644,516.25 94.3689 608,679.11 0.00 644,516.25 608,679.11 1,229.20 (35,837.14) 609,908.31 0.21%3134GXGQ1 FEDERAL HOME LOAN MORTGAGE CORP CALLABLE NOTES FIXED 0.2% 15/DEC/2022 USD 10002,835,000.00 2,815,523.55 99.0065 2,806,833.37 0.00 2,815,523.55 2,806,833.37 728.11 (8,690.18) 2,807,561.48 0.95%3135G05P4 FEDERAL NATIONAL MORTGAGE ASSOCIATION CALLABLE NOTES FIXED 0.3% 03/AUG/2023 USD 10003,760,000.00 3,761,140.00 97.2600 3,656,977.32 0.00 3,761,140.00 3,656,977.32 5,577.68 (104,162.68) 3,662,555.00 1.24%3136G4G56 FEDERAL NATIONAL MORTGAGE ASSOCIATION CALLABLE NOTES FIXED 0.45% 29/JUL/2024 USD 10002,150,000.00 2,150,000.00 95.3268 2,049,525.83 0.00 2,150,000.00 2,049,525.83 78.87 (100,474.17) 2,049,604.70 0.69%3135G05M1 FEDERAL NATIONAL MORTGAGE ASSOCIATION CALLABLE NOTES FIXED 0.7% 30/JUL/2025 USD 1000200,000.00 200,102.00 93.3435 186,686.93 0.00 200,102.00 186,686.93 7.61 (13,415.07) 186,694.54 0.06%3135G06G3 FEDERAL NATIONAL MORTGAGE ASSOCIATION NOTES FIXED 0.5% 07/NOV/2025 USD 10002,000,000.00 1,992,840.00 92.6567 1,853,133.18 0.00 1,992,840.00 1,853,133.18 2,336.96 (139,706.82) 1,855,470.14 0.63%459058ES8 INTERNATIONAL BANK FOR RECONSTRUCTION & DEVELOPMENT BOND FIXED 1.875% 07/OCT/2022 USD 100010,482,000.00 10,629,537.24 99.9046 10,472,004.36 0.00 10,629,537.24 10,472,004.36 62,290.57 (157,532.88) 10,534,294.93 3.57%59217GEF2 METROPOLITAN LIFE GLOBAL FUNDING I MEDIUM TERM NOTE VARIABLE 13/JAN/2023 USD 10002,500,000.00 2,502,875.00 99.9462 2,498,656.13 0.00 2,502,875.00 2,498,656.13 2,774.19 (4,218.87) 2,501,430.32 0.85%59217GAX7 METROPOLITAN LIFE GLOBAL FUNDING I NOTES FIXED 3% 10/JAN/2023 USD 10001,205,000.00 1,212,090.00 99.8763 1,203,509.07 0.00 1,212,090.00 1,203,509.07 2,161.14 (8,580.93) 1,205,670.21 0.41%594918AQ7 MICROSOFT CORP CALLABLE NOTES FIXED 2.125% 15/NOV/2022 USD 10005,279,000.00 5,318,169.58 99.9267 5,275,128.33 0.00 5,318,169.58 5,275,128.33 23,777.02 (43,041.25) 5,298,905.35 1.80%594918BH6 MICROSOFT CORP CALLABLE NOTES FIXED 2.65% 03/NOV/2022 USD 10002,000,000.00 2,025,800.00 99.9574 1,999,148.74 0.00 2,025,800.00 1,999,148.74 12,961.96 (26,651.26) 2,012,110.70 0.68%637639AA3 NATIONAL SECURITIES CLEARING CORP CALLABLE NOTES FIXED 1.2% 23/APR/2023 USD 10006,250,000.00 6,185,705.00 98.5021 6,156,378.69 0.00 6,185,705.00 6,156,378.69 20,459.38 (29,326.31) 6,176,838.07 2.09%740189AG0 PRECISION CASTPARTS CORP CALLABLE NOTES FIXED 2.5% 15/JAN/2023 USD 10002,615,000.00 2,634,971.95 99.8593 2,611,321.24 0.00 2,634,971.95 2,611,321.24 3,020.04 (23,650.71) 2,614,341.28 0.89%880591CJ9 TENNESSEE VALLEY AUTHORITY BOND FIXED 6.75% 01/NOV/2025 USD 1000260,000.00 338,470.60 111.3650 289,548.99 0.00 338,470.60 289,548.99 4,387.50 (48,921.61) 293,936.49 0.10%88059EHM9 TENNESSEE VALLEY AUTHORITY DISCOUNT NOTES ZERO CPN 01/MAY/2024 USD 1000100,000.00 97,408.00 95.5858 95,585.82 0.00 97,408.00 95,585.82 0.00 (1,822.18) 95,585.82 0.03%88059EHP2 TENNESSEE VALLEY AUTHORITY DISCOUNT NOTES ZERO CPN 01/MAY/2025 USD 1000550,000.00 523,369.00 92.3719 508,045.51 0.00 523,369.00 508,045.51 0.00 (15,323.49) 508,045.51 0.17%88059FAV3 TENNESSEE VALLEY AUTHORITY DISCOUNT NOTES ZERO CPN 01/NOV/2025 USD 10004,500,000.00 4,364,865.00 89.9332 4,046,994.99 0.00 4,364,865.00 4,046,994.99 0.00 (317,870.01) 4,046,994.99 1.37%88059ET53 TENNESSEE VALLEY AUTHORITY DISCOUNT NOTES ZERO CPN 15/DEC/2024 USD 100050,000.00 47,984.00 93.6722 46,836.10 0.00 47,984.00 46,836.10 0.00 (1,147.90) 46,836.10 0.02%88059E2K9 TENNESSEE VALLEY AUTHORITY DISCOUNT NOTES ZERO CPN 15/JAN/2025 USD 1000250,000.00 239,995.00 93.2096 233,023.91 0.00 239,995.00 233,023.91 0.00 (6,971.09) 233,023.91 0.08%88059ENJ9 TENNESSEE VALLEY AUTHORITY DISCOUNT NOTES ZERO CPN 15/JAN/2026 USD 1000390,000.00 376,576.20 90.4874 352,900.91 0.00 376,576.20 352,900.91 0.00 (23,675.29) 352,900.91 0.12%88059E4U5 TENNESSEE VALLEY AUTHORITY DISCOUNT NOTES ZERO CPN 15/MAR/2025 USD 10001,862,000.00 1,789,605.44 92.8022 1,727,977.50 0.00 1,789,605.44 1,727,977.50 0.00 (61,627.94) 1,727,977.50 0.59%880591EW8 TENNESSEE VALLEY AUTHORITY NOTES FIXED 0.75% 15/MAY/2025 USD 10002,000,000.00 1,994,120.00 94.2362 1,884,724.68 0.00 1,994,120.00 1,884,724.68 3,179.35 (109,395.32) 1,887,904.03 0.64%880591EN8 TENNESSEE VALLEY AUTHORITY NOTES FIXED 1.875% 15/AUG/2022 USD 10001,750,000.00 1,807,882.42 99.9915 1,749,851.62 0.00 1,807,882.42 1,749,851.62 15,137.26 (58,030.80) 1,764,988.88 0.60%912833LW8 UNITED STATES OF AMERICA BOND ZERO CPN 15/AUG/2025 USD 1002,000,000.00 1,961,160.00 92.0783 1,841,566.62 0.00 1,961,160.00 1,841,566.62 0.00 (119,593.38) 1,841,566.62 0.62%912833LY4 UNITED STATES OF AMERICA BOND ZERO CPN 15/FEB/2026 USD 1002,000,000.00 1,948,280.00 90.7896 1,815,791.02 0.00 1,948,280.00 1,815,791.02 0.00 (132,488.98) 1,815,791.02 0.62%912833LT5 UNITED STATES OF AMERICA BOND ZERO CPN 15/NOV/2024 USD 1001,000,000.00 914,530.00 93.8558 938,557.74 0.00 914,530.00 938,557.74 0.00 24,027.74 938,557.74 0.32%912833LX6 UNITED STATES OF AMERICA BOND ZERO CPN 15/NOV/2025 USD 1004,000,000.00 3,905,060.00 91.4255 3,657,020.48 0.00 3,905,060.00 3,657,020.48 0.00 (248,039.52) 3,657,020.48 1.24%91282CCK5 UNITED STATES OF AMERICA NOTES FIXED 0.125% 30/JUN/2023 USD 10010,000,000.00 9,974,609.38 97.4414 9,744,140.60 0.00 9,974,609.38 9,744,140.60 1,086.96 (230,468.78) 9,745,227.56 3.30%91282CAG6 UNITED STATES OF AMERICA NOTES FIXED 0.125% 31/AUG/2022 USD 1005,000,000.00 4,985,937.50 99.8283 4,991,414.40 0.00 4,985,937.50 4,991,414.40 2,615.49 5,476.90 4,994,029.89 1.69%91282CBU4 UNITED STATES OF AMERICA NOTES FIXED 0.125% 31/MAR/2023 USD 1002,000,000.00 1,975,703.13 98.1406 1,962,812.50 0.00 1,975,703.13 1,962,812.50 840.16 (12,890.63) 1,963,652.66 0.67%91282CCD1 UNITED STATES OF AMERICA NOTES FIXED 0.125% 31/MAY/2023 USD 1002,000,000.00 1,956,562.50 97.6719 1,953,437.50 0.00 1,956,562.50 1,953,437.50 423.50 (3,125.00) 1,953,861.00 0.66%91282CCG4 UNITED STATES OF AMERICA NOTES FIXED 0.25% 15/JUN/2024 USD 1002,000,000.00 1,995,620.82 95.1602 1,903,203.12 0.00 1,995,620.82 1,903,203.12 642.08 (92,417.70) 1,903,845.20 0.64%91282CDA6 UNITED STATES OF AMERICA NOTES FIXED 0.25% 30/SEP/2023 USD 1005,000,000.00 4,995,516.55 96.9102 4,845,507.80 0.00 4,995,516.55 4,845,507.80 4,200.82 (150,008.75) 4,849,708.62 1.64%





Account: 3014143700 - LGIP EM Created: 08 Aug 2022 08:03

Security No. Security Description Holding Cost (Local) Price (Local)Market Value

(Local)

Offer Market

Value (Local)Cost (Base)

Market Value

(Base)

Accrued Income

(Base)

Unrealised

Gain/Loss (Base)

Market Value +

Accrued Income

(Base)

% of Fund



91282CCX7 UNITED STATES OF AMERICA NOTES FIXED 0.375% 15/SEP/2024 USD 1003,000,000.00 2,988,632.81 94.8359 2,845,078.14 0.00 2,988,632.81 2,845,078.14 4,249.32 (143,554.67) 2,849,327.46 0.97%91282CBC4 UNITED STATES OF AMERICA NOTES FIXED 0.375% 31/DEC/2025 USD 1002,000,000.00 1,985,625.00 92.1367 1,842,734.38 0.00 1,985,625.00 1,842,734.38 652.17 (142,890.62) 1,843,386.55 0.62%912828T91 UNITED STATES OF AMERICA NOTES FIXED 1.625% 31/OCT/2023 USD 10010,000,000.00 10,309,570.31 98.3828 9,838,281.20 0.00 10,309,570.31 9,838,281.20 41,066.58 (471,289.11) 9,879,347.78 3.35%9128285Z9 UNITED STATES OF AMERICA NOTES FIXED 2.5% 31/JAN/2024 USD 1003,000,000.00 2,999,062.50 99.3281 2,979,843.75 0.00 2,999,062.50 2,979,843.75 203.80 (19,218.75) 2,980,047.55 1.01%931142DH3 WALMART INC CALLABLE NOTES FIXED 2.55% 11/APR/2023 USD 10003,198,000.00 3,209,466.90 99.7475 3,189,926.59 0.00 3,209,466.90 3,189,926.59 25,002.58 (19,540.31) 3,214,929.17 1.09%

FIXED INCOME Subtotal 183,720,100.33 178,619,805.20 0.00 183,720,100.33 178,619,805.20 459,805.42 (5,100,295.13) 179,079,610.62 60.66%

CASH . 0.39 0.39 100.0000 0.39 0.00 0.39 0.39 0.00 0.00 0.39 0.00%00499KPA5 INVESCO TREASURY PORTFOLIO INST.SHARES FUND 1931 53,855.73 53,855.73 100.0000 53,855.73 0.00 53,855.73 53,855.73 3.07 0.00 53,858.80 0.02%AAM9943P9 VIRGINIA TREASURY LGIP STIF 6,598,558.80 6,598,558.80 100.0000 6,598,558.80 0.00 6,598,558.80 6,598,558.80 356.25 0.00 6,598,915.05 2.24%USD NET PAYABLES 0.00 0.0000 0.00 0.00 0.00 (277,480.52) 0.00 (277,480.52) -0.09%USD NET RECEIVABLES 0.00 0.0000 0.00 0.00 0.00 43,149.90 0.00 43,149.90 0.01%

CASH EQUIVALENTS Subtotal 6,652,414.92 6,652,414.92 0.00 6,652,414.92 6,652,414.92 (233,971.30) 0.00 6,418,443.62 2.17%

06052TR36 BANK OF AMERICA N/A CERTIFICATE OF DEPOSIT FIXED DTD 05/APR/2022 DUE 07/NOV/2022 1.58%3,000,000.00 3,000,000.00 99.6754 2,990,262.57 0.00 3,000,000.00 2,990,262.57 15,536.67 (9,737.43) 3,005,799.24 1.02%06052TR85 BANK OF AMERICA N/A CERTIFICATE OF DEPOSIT FIXED DTD 05/JUL/2022 DUE 09/JAN/2023 3.0%4,000,000.00 4,000,000.00 99.8682 3,994,729.36 0.00 4,000,000.00 3,994,729.36 9,000.00 (5,270.64) 4,003,729.36 1.36%06367CX93 BANK OF MONTREAL- CERTIFICATE OF DEPOSIT FIXED DTD 27/JUL/2022 DUE 26/JAN/2023 3.49%1,000,000.00 1,000,000.00 99.9947 999,947.24 0.00 1,000,000.00 999,947.24 484.72 (52.76) 1,000,431.96 0.34%06367CPP6 BANK OF MONTREAL/CHICAGO IL CERTIFICATE OF DEPOSIT VARIABLE 02/DEC/2022 USD 1000800,000.00 799,127.29 99.9146 799,316.75 0.00 799,127.29 799,316.75 2,045.78 189.46 801,362.53 0.27%06367CV95 BANK OF MONTREAL/CHICAGO IL CERTIFICATE OF DEPOSIT VARIABLE 23/NOV/2022 USD 10003,000,000.00 3,000,000.00 99.9697 2,999,092.47 0.00 3,000,000.00 2,999,092.47 1,300.83 (907.53) 3,000,393.30 1.02%06417MVT9 BANK OF NOVA SCOTIA/HOUSTON CERTIFICATE OF DEPOSIT VARIABLE 14/SEP/2022 USD 10003,000,000.00 2,994,441.00 99.9829 2,999,486.28 0.00 2,994,441.00 2,999,486.28 2,739.17 5,045.28 3,002,225.45 1.02%06417MB20 BANK OF NOVA SCOTIA/HOUSTON CERTIFICATE OF DEPOSIT VARIABLE 25/JAN/2023 USD 10002,000,000.00 2,000,000.00 99.9899 1,999,798.98 0.00 2,000,000.00 1,999,798.98 921.67 (201.02) 2,000,720.65 0.68%13606CZN7 CANADIAN IMPERIAL BANK OF COMMERCE/NEW YORK NY CERTIFICATE OF DEPOSIT VARIABLE 23/DEC/2022 USD2,600,000.00 2,596,703.51 99.9245 2,598,037.83 0.00 2,596,703.51 2,598,037.83 1,061.67 1,334.32 2,599,099.50 0.88%13606KGJ9 CANADIAN IMPERIAL BK CERTIFICATE OF DEPOSIT FIXED DTD 14/APR/2022 DUE 14/OCT/2022 1.59%1,000,000.00 1,000,000.00 99.8075 998,075.33 0.00 1,000,000.00 998,075.33 4,814.17 (1,924.67) 1,002,889.50 0.34%17305T4N9 CITIBANK N.A. NEW YORK CERTIFICATE OF DEPOSIT FIXED DTD 01/JUL/2022 DUE 03/JAN/2023 3.0%5,000,000.00 5,000,000.00 99.8643 4,993,214.20 0.00 5,000,000.00 4,993,214.20 12,916.67 (6,785.80) 5,006,130.87 1.70%20271EYX1 COMMONWEALTH BANK OF AUSTRALIA/NEW YORK NY CERTIFICATE OF DEPOSIT VARIABLE 21/FEB/2023 USD5,000,000.00 5,000,000.00 99.9207 4,996,036.90 0.00 5,000,000.00 4,996,036.90 3,336.11 (3,963.10) 4,999,373.01 1.69%21687BJ28 COOPERATIEVE CENTRALE CORPORATE COMMERCIAL PAPER DISCOUNT DTD 03/MAR/2022 DUE 02/SEP/2022 1%5,000,000.00 4,975,138.89 99.7723 4,988,615.30 0.00 4,975,138.89 4,988,615.30 0.00 13,476.41 4,988,615.30 1.69%21687BHG9 COOPERATIEVE CENTRALE CORPORATE COMMERCIAL PAPER DISCOUNT DTD 18/MAR/2022 DUE 16/AUG/2022 1.24%1,000,000.00 994,798.89 99.8841 998,840.50 0.00 994,798.89 998,840.50 0.00 4,041.61 998,840.50 0.34%22536APX6 CREDIT AGRICOLE CRP&IN CERTIFICATE OF DEPOSIT FIXED DTD 17/MAY/2022 DUE 15/AUG/2022 1.5%2,500,000.00 2,499,999.62 99.9606 2,499,014.05 0.00 2,499,999.62 2,499,014.05 7,916.67 (985.57) 2,506,930.72 0.85%23344NSU1 DNB BANK ASA, NY BRANC CERTIFICATE OF DEPOSIT FIXED DTD 04/MAR/2022 DUE 07/SEP/2022 1.1%775,000.00 774,216.39 99.8603 773,917.35 0.00 774,216.39 773,917.35 3,552.08 (299.04) 777,469.43 0.26%23344NYE0 DNB BANK ASA, NY BRANC CERTIFICATE OF DEPOSIT FIXED DTD 12/JUL/2022 DUE 15/NOV/2022 2.55%7,000,000.00 7,000,000.00 99.9311 6,995,179.73 0.00 7,000,000.00 6,995,179.73 9,916.67 (4,820.27) 7,005,096.40 2.37%313312EQ9 FEDERAL FARM CREDIT DISCOUNT NOTES DISCOUNT NOTES ZERO CPN 21/APR/2023 USD 10003,000,000.00 2,935,996.67 97.9677 2,939,030.79 0.00 2,935,996.67 2,939,030.79 0.00 3,034.12 2,939,030.79 1.00%45685RK30 ING (US) FUNDING LLC CORPORATE COMMERCIAL PAPER DISCOUNT DTD 30/MAR/2022 DUE 03/OCT/2022 1.48%5,000,000.00 4,963,000.00 99.5263 4,976,313.35 0.00 4,963,000.00 4,976,313.35 0.00 13,313.35 4,976,313.35 1.69%59157UNH9 METLIFE SHORT TERM FDG CORPORATE COMMERCIAL PAPER DISCOUNT DTD 01/JUN/2022 DUE 17/JAN/2023 2.3%3,900,000.00 3,839,533.75 98.4104 3,838,006.89 0.00 3,839,533.75 3,838,006.89 0.00 (1,526.86) 3,838,006.89 1.30%63253KH83 NAT'L AUSTRALIA FNDG CORPORATE COMMERCIAL PAPER DISCOUNT DTD 02/MAR/2022 DUE 08/AUG/2022 0.84%2,000,000.00 1,992,580.00 99.9365 1,998,730.56 0.00 1,992,580.00 1,998,730.56 0.00 6,150.56 1,998,730.56 0.68%63253LZL2 NAT'L AUSTRALIA FNDG CORPORATE COMMERCIAL PAPER VARIABLE DTD 02/MAR/2022 DUE 01/DEC/20222,000,000.00 2,000,000.00 99.8792 1,997,584.00 0.00 2,000,000.00 1,997,584.00 3,170.00 (2,416.00) 2,000,754.00 0.68%63253LZM0 NAT'L AUSTRALIA FNDG CORPORATE COMMERCIAL PAPER VARIABLE DTD 24/MAY/2022 DUE 24/FEB/20234,000,000.00 4,000,000.00 99.8671 3,994,684.00 0.00 4,000,000.00 3,994,684.00 1,788.89 (5,316.00) 3,996,472.89 1.35%65558TLL7 NORDEA BANK ABP/NEW YORK NY CERTIFICATE OF DEPOSIT FIXED 1.85% 26/AUG/2022 USD 10001,500,000.00 1,503,786.00 99.9613 1,499,419.97 0.00 1,503,786.00 1,499,419.97 12,025.00 (4,366.03) 1,511,444.97 0.51%65558UVA7 NORDEA BK ABP NY CERTIFICATE OF DEPOSIT FIXED DTD 18/JUL/2022 DUE 16/NOV/2022 2.77%3,000,000.00 3,000,000.00 99.9772 2,999,314.74 0.00 3,000,000.00 2,999,314.74 3,231.67 (685.26) 3,002,546.41 1.02%78012UV93 ROYAL BANK OF CANADA/NEW YORK NY CERTIFICATE OF DEPOSIT VARIABLE 10/NOV/2022 USD 10004,700,000.00 4,695,012.05 99.9359 4,696,987.82 0.00 4,695,012.05 4,696,987.82 4,954.58 1,975.77 4,701,942.40 1.59%78012U3B9 ROYAL BANK OF CANADA/NEW YORK NY CERTIFICATE OF DEPOSIT VARIABLE 11/JAN/2023 USD 1000800,000.00 797,713.74 99.8575 798,860.36 0.00 797,713.74 798,860.36 881.33 1,146.62 799,741.69 0.27%78012U5L5 ROYAL BK OF CANADA CERTIFICATE OF DEPOSIT FIXED DTD 02/MAY/2022 DUE 01/MAY/2023 2.68%4,000,000.00 4,000,000.00 99.2818 3,971,273.96 0.00 4,000,000.00 3,971,273.96 27,097.78 (28,726.04) 3,998,371.74 1.35%78012UU86 ROYAL BK OF CANADA CERTIFICATE OF DEPOSIT FIXED DTD 30/SEP/2021 DUE 30/SEP/2022 0.2%1,000,000.00 1,000,000.00 99.5843 995,842.70 0.00 1,000,000.00 995,842.70 1,694.44 (4,157.30) 997,537.14 0.34%83050PDR7 SKANDINAVISKA ENSKILDA BANKEN AB/NEW YORK NY CERTIFICATE OF DEPOSIT FIXED 1.86% 26/AUG/2022 USD1,900,000.00 1,904,626.39 99.9684 1,899,399.30 0.00 1,904,626.39 1,899,399.30 15,314.00 (5,227.09) 1,914,713.30 0.65%86959RXH8 SVENSKA HANDELSBANKEN/NEW YORK NY CERTIFICATE OF DEPOSIT VARIABLE 23/NOV/2022 USD 10003,500,000.00 3,500,000.00 99.9030 3,496,606.30 0.00 3,500,000.00 3,496,606.30 1,396.11 (3,393.70) 3,498,002.41 1.18%86959RSN1 SVENSKA HANDLSBNKN AB CERTIFICATE OF DEPOSIT FIXED DTD 23/AUG/2021 DUE 23/AUG/2022 0.2%450,000.00 449,217.39 99.8516 449,332.20 0.00 449,217.39 449,332.20 857.50 114.81 450,189.70 0.15%87019WBV6 SWEDBANK (SPARBANK) CERTIFICATE OF DEPOSIT FIXED DTD 23/MAY/2022 DUE 25/NOV/2022 2.05%1,000,000.00 1,000,000.00 99.7243 997,243.01 0.00 1,000,000.00 997,243.01 3,986.11 (2,756.99) 1,001,229.12 0.34%89114WLX1 TORONTO-DOMINION CERTIFICATE OF DEPOSIT FIXED DTD 02/DEC/2021 DUE 01/DEC/2022 0.47%3,000,000.00 3,000,000.00 99.2009 2,976,026.73 0.00 3,000,000.00 2,976,026.73 9,478.33 (23,973.27) 2,985,505.06 1.01%89114WPE9 TORONTO-DOMINION CERTIFICATE OF DEPOSIT FIXED DTD 18/JAN/2022 DUE 17/JAN/2023 0.72%1,000,000.00 1,000,000.00 98.7544 987,543.93 0.00 1,000,000.00 987,543.93 3,900.00 (12,456.07) 991,443.93 0.34%89114WJB2 TORONTO-DOMINION CERTIFICATE OF DEPOSIT FIXED DTD 21/OCT/2021 DUE 20/OCT/2022 0.27%700,000.00 699,540.97 99.4693 696,285.24 0.00 699,540.97 696,285.24 1,491.00 (3,255.73) 697,776.24 0.24%89114WQ57 TORONTO-DOMINION CERTIFICATE OF DEPOSIT VARIABLE DTD 02/FEB/2022 DUE 01/FEB/20234,000,000.00 4,000,000.00 99.8139 3,992,556.48 0.00 4,000,000.00 3,992,556.48 3,389.39 (7,443.52) 3,995,945.87 1.35%89114WHL2 TORONTO-DOMINION CERTIFICATE OF DEPOSIT VARIABLE DTD 07/OCT/2021 DUE 07/OCT/2022500,000.00 498,955.00 99.9702 499,851.08 0.00 498,955.00 499,851.08 593.75 896.08 500,444.83 0.17%90275DPW4 UBS AG STAMFORD BRAN CERTIFICATE OF DEPOSIT FIXED DTD 20/APR/2022 DUE 20/OCT/2022 1.68%6,000,000.00 6,000,000.00 99.7705 5,986,231.26 0.00 6,000,000.00 5,986,231.26 28,840.00 (13,768.74) 6,015,071.26 2.04%96130ALP1 WESTPAC BANKING CORP/NY CERTIFICATE OF DEPOSIT VARIABLE 12/JAN/2023 USD 10002,200,000.00 2,195,645.39 99.8512 2,196,726.58 0.00 2,195,645.39 2,196,726.58 2,241.56 1,081.19 2,198,968.14 0.74%96130AMC9 WESTPAC BKING CORP NY CERTIFICATE OF DEPOSIT FIXED DTD 04/MAR/2022 DUE 06/SEP/2022 0.9%1,000,000.00 1,000,000.00 99.8388 998,388.09 0.00 1,000,000.00 998,388.09 3,750.00 (1,611.91) 1,002,138.09 0.34%96130ALY2 WESTPAC BKING CORP NY CERTIFICATE OF DEPOSIT FIXED DTD 09/FEB/2022 DUE 09/AUG/2022 0.67%3,000,000.00 3,000,000.00 99.9494 2,998,481.85 0.00 3,000,000.00 2,998,481.85 9,659.17 (1,518.15) 3,008,141.02 1.02%

SHORT TERM INVESTMENTS Subtotal 109,610,032.94 109,504,286.03 0.00 109,610,032.94 109,504,286.03 215,283.49 (105,746.91) 109,719,569.52 37.17%

EXPENSE 00015ADVISOR 0.00 0.00 0.0000 0.00 0.00 0.00 0.00 (20,626.05) 0.00 (20,626.05) -0.01%

MISCELLANEOUS Subtotal 0.00 0.00 0.00 0.00 0.00 (20,626.05) 0.00 (20,626.05) -0.01%

USD Subtotal 299,982,548.19 294,776,506.15 0.00 299,982,548.19 294,776,506.15 420,491.56 (5,206,042.04) 295,196,997.71 100.00%

3014143700 Grand Total 299,982,548.19 294,776,506.15 420,491.56 (5,206,042.04) 295,196,997.71 100.00%



COMMONWEALTH of VIRGINIA - VA Treasury

Documents

Transcript of COMMONWEALTH of VIRGINIA - VA Treasury