Legislature(2021 - 2022)ANCH LIO DENALI Rm

09/28/2022 01:00 PM House LEGISLATIVE BUDGET & AUDIT

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04:00:19 PM Adjourn
01:00:47 PM Start
01:01:26 PM Report: Alaska Permanent Fund Corporation Investigation
* first hearing in first committee of referral
+ teleconferenced
= bill was previously heard/scheduled
-- Testimony <Invitation Only> --
+ Report: Alaska Permanent Fund Corporation TELECONFERENCED
Outside Counsel:
Howard Trickey, Schwabe, Williamson & Wyatt
Christopher Slottee, Schwabe, Williamson & Wyatt
Peter Scully, Schwabe, Williamson & Wyatt
907-586-9083 Juneau, 907-563-9085 Anchorage
844-586-9085 toll-free outside of Juneau and
                    ALASKA STATE LEGISLATURE                                                                                  
             LEGISLATIVE BUDGET AND AUDIT COMMITTEE                                                                           
                       September 28, 2022                                                                                       
                           1:00 p.m.                                                                                            
MEMBERS PRESENT                                                                                                               
Senator Natasha von Imhof, Chair                                                                                                
Representative Chris Tuck, Vice Chair                                                                                           
Senator Peter Micciche                                                                                                          
Senator Lora Reinbold                                                                                                           
Representative Ivy Spohnholz                                                                                                    
Representative Andy Josephson                                                                                                   
Representative Neal Foster                                                                                                      
Representative James Kaufman                                                                                                    
Senator Click Bishop (alternate)                                                                                                
Representative Dan Ortiz (alternate)                                                                                            
MEMBERS ABSENT                                                                                                                
Senator Bert Stedman                                                                                                            
Senator Lyman Hoffman                                                                                                           
OTHER LEGISLATORS PRESENT                                                                                                     
Senator Jesse Kiehl                                                                                                             
Representative Sara Hannan                                                                                                      
Representative Bart LeBon                                                                                                       
Representative Bryce Edgmon                                                                                                     
Senator David Wilson                                                                                                            
Representative Matt Claman                                                                                                      
COMMITTEE CALENDAR                                                                                                            
REPORT: ALASKA PERMANENT FUND CORPORATION INVESTIGATION                                                                         
PREVIOUS COMMITTEE ACTION                                                                                                     
No previous action to record                                                                                                    
WITNESS REGISTER                                                                                                              
HOWARD TRICKEY, Attorney at Law                                                                                                 
Schwabe, Williamson & Wyatt PC                                                                                                  
Anchorage, Alaska                                                                                                               
POSITION STATEMENT:   Presented a report on  the Alaska Permanent                                                             
Fund Corporation Investigation and answered questions.                                                                          
CHRISTOPHER SLOTTEE, Attorney at Law                                                                                            
Schwabe, Williamson & Wyatt PC                                                                                                  
Anchorage, Alaska                                                                                                               
POSITION STATEMENT:   Presented a report on  the Alaska Permanent                                                             
Fund Corporation Investigation and answered questions.                                                                          
ACTION NARRATIVE                                                                                                              
1:00:47 PM                                                                                                                    
CHAIR NATASHA VON  IMHOF called the Legislative  Budget and Audit                                                             
Committee  meeting  to  order  at   1:00  p.m.    Representatives                                                               
Spohnholz,  Josephson, Foster,  Kaufman,  Ortiz (alternate)  (via                                                               
teleconference) and  Tuck, and  Senators Reinbold,  Micciche (via                                                               
teleconference), Bishop  (alternate) and  von Imhof  were present                                                               
at the call to order.                                                                                                           
^Report: Alaska Permanent Fund Corporation Investigation                                                                        
     Report: Alaska Permanent Fund Corporation Investigation                                                                
1:01:26 PM                                                                                                                    
CHAIR VON IMHOF  announced that the only order  of business would                                                               
be   Report:    Alaska   Permanent   Fund    Corporation   (APFC)                                                               
CHAIR VON IMHOF read from  prepared remarks, as follows [original                                                               
punctuation provided]:                                                                                                          
     I would  like to open with  a sincere thank you  to all                                                                    
     of you  here today present  and on this  committee, for                                                                    
     us  joining to  hear the  results of  the investigation                                                                    
     into the  circumstances surrounding the  termination of                                                                    
     the  previous  Alaska  Permanent Fund  Corporation  CEO                                                                    
     Angela  Rodell.   And thank  you to  counsel for  being                                                                    
     here   today   and   for  completing   this   extensive                                                                    
     investigation in a timely manner.                                                                                          
     I am  going to  start out  with a  brief review  of the                                                                    
     circumstances  that   brought  us  here  today.     Per                                                                    
     statute-   AS   24.20.156   this  committee   has   the                                                                    
     responsibility  for  providing   the  legislature  with                                                                    
     fiscal   analysis,    budget   reviews,    audits   and                                                                    
     performance  reviews of  state government  agencies, to                                                                    
     the  extent to  which the  performance of  the agencies                                                                    
     contributes  to the  fiscal,  financial, economic,  and                                                                    
     social improvement of the state and its citizens.                                                                          
     The Permanent  Fund provides nearly  70 percent  of the                                                                    
     state's government  annual revenue.   It  is imperative                                                                    
     that the fund is  protected from political intervention                                                                    
     or manipulation  to ensure the fund's  continued growth                                                                    
     and  stability.   Without  that  assurance, the  fund's                                                                    
     sustainability for Alaskans is in jeopardy.                                                                                
     The  motivation  of this  committee  to  look into  the                                                                    
     APFC's boards unusual behavior was threefold:                                                                              
     First, this committee wanted  to know the circumstances                                                                    
     behind  Ms. Rodell's  termination  last December  2021                                                                     
     which was abrupt and without  explanation and without a                                                                    
     clear  plan for  a professional  and timely  leadership                                                                    
     Second, as  a committee it  is our duty to  perform due                                                                    
     diligence  and learn  more about  the process  by which                                                                    
     the  Alaska Permanent  Fund  Board evaluates,  supports                                                                    
     and  as the  case  may be,  potentially terminates  the                                                                    
     Executive Director and CEO of the Fund.                                                                                    
     And third, this Committee's  statutory purpose and goal                                                                    
     is to  ensure that the  Fund, Alaska's nest  egg, stays                                                                    
     politically  independent  from   both  legislative  and                                                                    
     executive political influence.                                                                                             
     So, to reiterate,  it is of great interest  to the LB&A                                                                    
     committee  to keep  the  APFC  politically neutral,  to                                                                    
     keep it  performing at its highest  and best potential,                                                                    
     and  to ensure  that board  governance is  conducted in                                                                    
     the most  professional manner.  Anything short  of that                                                                    
     risks weakening the fund.                                                                                                  
     In January of  this year, this committee  voted to hire                                                                    
     SCHWABE,  WILLIAMSON &  WYATT  law firm,  to conduct  a                                                                    
     professional,  unbiased,   independent,  and  objective                                                                    
     investigation,  to be  conducted at  arm's length  from                                                                    
     this committee and from the political process.                                                                             
     The result of this  investigation is a thorough written                                                                    
     report that committee members have in front of them.                                                                       
     Schwabe counsel  will begin  this meeting  by reviewing                                                                    
     their executive summary, which  reviews the purpose and                                                                    
     scope of  the investigation, as well  as the activities                                                                    
     performed.   This  section will  take approximately  30                                                                    
     minutes.   I ask that committee  members withhold their                                                                    
     questions   until  after   this  initial   overview  is                                                                    
     Next,  counsel  will  go over  the  specific  findings,                                                                    
     using the aide of power point  slides.  My intent is to                                                                    
     stop periodically,  perhaps at  the end of  each slide,                                                                    
     or  the end  of the  set of  slides, depending  on what                                                                    
     makes sense.                                                                                                               
     I am anticipating  that this will take  three hours. We                                                                    
     could go  over, but we  have a  hard stop at  5:00 p.m.                                                                    
     At this  time, there  is no plan  to go  into executive                                                                    
     session.  This   meeting  will  remain  public.     If,                                                                    
     however,  it  does become  apparent  that  it could  be                                                                    
     appropriate   to  go   into   executive  session,   the                                                                    
     committee does have the right  to discuss the merits of                                                                    
     this action.                                                                                                               
     At  the conclusion  of  today's  meeting, this  report,                                                                    
     including the  full transcripts of all  depositions, as                                                                    
     well   as   attached   exhibits,   will   be   uploaded                                                                    
     electronically to BASIS and available to the public.                                                                       
     And finally, at  this time, there will  be no committee                                                                    
     motion to consider  today, nor a committee  vote at the                                                                    
     end  of  this report.    The  purpose  of today  is  to                                                                    
     listen, consider  the presentation,  and if at  a later                                                                    
     date  the committee  would like  to propose  an action,                                                                    
     they may do so at a future meeting.                                                                                        
1:05:43 PM                                                                                                                    
HOWARD TRICKEY, Attorney at Law,  Schwabe, Williamson & Wyatt PC,                                                               
offered biographical  information for himself and  his associates                                                               
and  explained   the  firm's  approach   to  and  scope   of  the                                                               
investigation.   He  explained  that the  investigation had  been                                                               
conducted   in  a   fair  and   impartial   manner  and   without                                                               
instructions or  guidance from the  Legislative Budget  and Audit                                                               
Committee.   He stated that the  firm had not and  was not acting                                                               
in an advocacy capacity during  the investigation and the purpose                                                               
of the  investigation was to  provide facts.   He added  that the                                                               
investigation had  occurred within the general  civil standard of                                                               
fact finding which  presented a preponderance of  evidence and it                                                               
did not  espouse any speculation  or inferences.  He  stated that                                                               
the investigation focused  on three questions:   what the process                                                               
for  the  trustees  was  to   evaluate  the  performance  of  the                                                               
Executive  Director  that  led   to  the  termination;  what  the                                                               
underlying  reasons  were  which   the  trustees  had  for  their                                                               
decision to terminate; and, what,  if any, political influence by                                                               
the governor had played into the decision to terminate.                                                                         
1:09:27 PM                                                                                                                    
MR.  TRICKEY stated  that the  investigation  had revealed  three                                                               
fundamental facts.   The first he described as  that the trustees                                                               
had  reached a  consensus that  each had  lost confidence  in the                                                               
leadership abilities of Ms. Rodell.   He stated that the trustees                                                               
who  had  voted  for  termination had  separate  and  independent                                                               
reasons for so  doing.  He stated that the  next finding was that                                                               
the APFC  governance charter  regarding the  executive director's                                                               
responsibilities   contained   specific  performance   evaluation                                                               
criteria and  a process that  he characterized as good  and sound                                                               
practice, but  that the trustees did  not follow.  He  noted that                                                               
there  did  not  exist  any  direct  or  credible  circumstantial                                                               
evidence that  the executive branch  or the governor  had exerted                                                               
any undue  influence on  the trustees  to effect  their decision.                                                               
He noted that there existed  some political motivations among the                                                               
trustees that led to their decision  but that those had not risen                                                               
to  be that  of a  substantial motivating  factor.   He explained                                                               
that  the  firm would  offer  a  presentation entitled,  "Schwabe                                                               
Williamson &  Wyatt Powerpoint Presentation  to LBA  Committee 9-                                                               
28-22.pptx," [included in the committee  packet] and referred the                                                               
committee  to additional  materials  [included  in the  committee                                                               
packet,]  entitled   "Schwabe  Williamson   &  Wyatt   Report  to                                                               
Legislative   Council  9-28-22   PUBLIC  REPORT.pdf,"   for  more                                                               
detailed information on the findings.                                                                                           
1:14:06 PM                                                                                                                    
CHRISTOPHER  SLOTTEE,  Attorney  at Law,  Schwabe,  Williamson  &                                                               
Wyatt PC, began  his testimony by explaining that  the APFC Board                                                               
of Trustees  Charter of Governance Policy,  (Charter) governs the                                                               
management and operations  of the APFC and it  includes a charter                                                               
on the  executive director, which  has a detailed  description of                                                               
the executive  director's duties and responsibilities.   He noted                                                               
that  the Charter  provisions are  detailed,  thorough, and  meet                                                               
fiduciary standards.   He  noted that the  most recent  change to                                                               
the Charter had occurred in December  of 2020.  He added that the                                                               
Charter  includes   an  executive  director   annual  performance                                                               
evaluation  policy  which  contains   a  policy  and  substantive                                                               
criteria and  includes the use of  an anonymous survey tool.   He                                                               
stated   that  the   trustees  have   not  historically   adopted                                                               
consistent  evaluation instruments  and processes  that apply  to                                                               
the  relevant [inaudible]  of the  charter.   He stated  that the                                                               
trustees had evaluated the Executive  Director on an annual basis                                                               
but  that the  evaluation process  had  changed.   He noted  that                                                               
substantive  changes to  the evaluation  process had  occurred in                                                               
2019,  2020,  and 2021  including  who  had participated  in  the                                                               
survey process,  who compiled the  results, changes in  those who                                                               
completed  the survey,  and changes  to the  evaluation criteria.                                                               
He noted that the evaluation process  had not resulted in a clear                                                               
set  of goals  for the  Executive  Director to  achieve, had  not                                                               
resulted in guidance on performance  improvement or where she may                                                               
not  be  meeting expectations,  had  not  resulted in  consistent                                                               
feedback.    He stated  that  in  2016  and 2017,  the  Executive                                                               
Director  had received  positive evaluations  with a  performance                                                               
rating between 4 and  5 on a 1-5 scale, with  5 being the highest                                                               
in  each of  17 evaluation  categories.   He  noted that  general                                                               
comments  had  been  positive.    He  stated  that  in  2018  the                                                               
evaluations took on  a less positive tone and  the average scores                                                               
for 12 of the 17 categories had  fallen to an average of below 3,                                                               
on the  1-5 rating scale.   He stated that the  lower scores were                                                               
mainly in  the areas of  staff communication and delegation.   He                                                               
paraphrased  trustee  comments   that  included  "managing...  to                                                               
advance  her  own agenda."    He  stated  that the  trustees  had                                                               
directed  the Executive  Director and  leadership team  to attend                                                               
executive leadership  training to address concerns  raised in the                                                               
evaluation process.   He  added that, in  2018, the  trustees had                                                               
voted to  increase her salary by  3 percent.  He  stated that, in                                                               
2019,  then-Vice-Chair  Carl  Brady  drastically  simplified  the                                                               
evaluation criteria  to that  of only  two questions  requiring a                                                               
narrative answer.  The first  question asked for examples of what                                                               
the executive director  does well, and the  second question asked                                                               
how the  executive director could  improve.  He stated  that some                                                               
of the answers to the  first question included compliments to her                                                               
passion,  her energy,  the APFC's  overall  performance, and  her                                                               
understanding of  government and  of APFC's  governing documents.                                                               
He  stated  that some  of  the  answers  to the  second  question                                                               
included  criticism  of  the Executive  Director's  relationships                                                               
with staff  and the board.  He added that comments  had expressed                                                               
the  sentiment that  the Executive  Director had  manipulated the                                                               
board to  serve her own  agenda.   He stated that,  when trustees                                                               
were asked to provide specific  examples of her acting to further                                                               
her own agenda,  trustees either disavowed the claim  or were not                                                               
able to  provide specific examples.   He noted that  the critical                                                               
performance evaluations  had occurred coincidental to  a turnover                                                               
on the  board.  He  stated that  the investigation into  the poor                                                               
performance evaluations  had not revealed substantive  changes to                                                               
her approach  to performing her job  duties.  He stated  that the                                                               
negative  performance  reviews may  have  been  a result  of  new                                                               
trustees with  different expectations  for, and  perspectives on,                                                               
her  performance.   He  noted  that, in  2020,  the trustees  had                                                               
elected Trustee Moran  as Chair and Trustee  Rieger as Vice-Chair                                                               
and  added that  the vice-chair  is the  Chair of  the Governance                                                               
Committee and is responsible for  the Executive Director's annual                                                               
performance review.   He stated  that Trustee Rieger  developed a                                                               
new evaluation instrument and set  of evaluation criteria, and he                                                               
had  retained  the services  of  an  independent human  resources                                                               
consultant  to  develop  the  instrument  and  to  summarize  the                                                               
results  of  the evaluation  process.    He  noted that  the  new                                                               
evaluation  process included  responses from  direct reports  and                                                               
from other APFC staff in what  is known as a "360-degree review,"                                                               
among 15 categories  of performance.  He stated  that the ratings                                                               
had been between  2.89 and 3.89 on  a scale of 1-5,  with 5 being                                                               
the highest.                                                                                                                    
MR. SLOTTEE  stated that the  lowest evaluation ratings  had been                                                               
those made by  the investment staff.   He stated that 5  of the 6                                                               
trustees  had  completed   the  survey.    He   stated  that  the                                                               
evaluation  results  had  been compiled  by  the  consultant  and                                                               
presented to the  trustees.  He noted that  the 360-degree review                                                               
did not comply with the  provisions for evaluation in the Charter                                                               
and had  not included criteria  measuring the achievement  of the                                                               
fund's  goals and  objectives, nor  on  the Executive  Director's                                                               
achievement of special projects.                                                                                                
MR. SLOTTEE went  on to explain that, in 2021,  the board elected                                                               
Trustee  Richards as  Chair and  Trustee  Mahoney as  Vice-Chair,                                                               
making  Trustee Mahoney  the Chair  of the  Governance Committee.                                                               
He added that the Governance  Committee included Trustee Richards                                                               
and Trustee Rieger.  He stated  that the same evaluation tool was                                                               
used  and sent  to all  APFC employees,  but that  no independent                                                               
consultant was engaged  to distribute the survey  and compile the                                                               
results, and that decision was based  on an attempt to save money                                                               
and  on Trustee  Mahoney's previous  experience in  administering                                                               
360-degree reviews.   He stated that all staff  were permitted to                                                               
participate  in  the review,  despite  whether  or not  they  had                                                               
experience  in the  areas  of  review.   He  stated that  Trustee                                                               
Mahoney  compiled the  results and,  in consultation  with APFC's                                                               
Human Resources  Director, Chad Brown, drafted  a summary report.                                                               
He noted  that average ratings  ranged between 3.35 to  4.11, and                                                               
the average overall rating was 3.6 across all 14 categories.                                                                    
1:22:02 PM                                                                                                                    
MR.  SLOTTEE continued,  the evaluation  conducted under  Trustee                                                               
Mahoney's  supervision did  not follow  the Charter  and did  not                                                               
follow standard  human resources  practices.  In  particular, the                                                               
evaluation  tool lacked  any meaningful  focus  on the  objective                                                               
performance  criteria  prescribed  by  the  Charter's  Evaluation                                                               
Policy, including the achievement of  the goals and objectives of                                                               
the  APFC; the  completion of  specific projects  and initiatives                                                               
set  out  in  the  strategic  plan  for  that  fiscal  year;  the                                                               
implementation of board policies  and reporting requirements; and                                                               
compliance   with  the   Executive  Director's   Charter.     The                                                               
evaluation further failed to comport  with best practices because                                                               
it went to  some evaluators with no knowledge  or experience with                                                               
individual performance  indicators within a rating  category, who                                                               
nevertheless  provided   ratings  in   those  categories.     The                                                               
categories   and   indicators   within   categories   were   also                                                               
occasionally redundant.                                                                                                         
MR.  SLOTTEE  further  explained   that  the  evaluation  summary                                                               
prepared   by   Trustee  Mahoney   was   also   deficient.     It                                                               
overemphasized   negative  comments   by  including   almost  all                                                               
negative  comments,  but  not all  of  the  evaluators'  positive                                                               
comments.   It did not  provide a  comparison to scores  from the                                                               
prior year, when  such a comparison showed an  improvement in Ms.                                                               
Rodell's  scores.    Finally,   the  evaluation  summary  Trustee                                                               
Mahoney prepared  did not account  for the "halo/horn"  effect of                                                               
extreme  raters who  harbored obvious  bias, either  favorable or                                                               
unfavorable, toward the Executive  Director.  The 2021 evaluation                                                               
tool  did not  provide  a complete  assessment  of the  Executive                                                               
Director's performance.                                                                                                         
MR.  SLOTTEE  continued  that  the  Executive  Director's  annual                                                               
evaluation was on the agenda  for the trustees' quarterly meeting                                                               
on December  8 and 9,  2021.  On  December 8, 2021,  the trustees                                                               
convened   an  executive   session   to   begin  discussion   and                                                               
consideration  of the  annual evaluation  results.   The private,                                                               
closed-door  meeting  extended  over  two  days,  reconvening  on                                                               
December 9, 2021.  The  Executive Director did not participate in                                                               
the  board's  evaluation  of  her  performance  during  executive                                                               
session.    The  trustees   discussed  the  Executive  Director's                                                               
performance  in executive  session  over parts  of  two days  but                                                               
never allowed  the Executive Director the  opportunity to address                                                               
their concerns.   Initially, there  was no unanimous  decision to                                                               
terminate  the  Executive  Director,  although  several  trustees                                                               
testified that  things were clearly  headed in that  direction by                                                               
the  end of  the  first day.   The  trustees  reached a  majority                                                               
consensus  to terminate  the  Executive Director  by  the end  of                                                               
their  deliberations on  the  second day.    After the  trustees'                                                               
deliberations,  the  Executive  Director   was  called  into  the                                                               
meeting  and advised  by  Chair Richards  that  the trustees  had                                                               
decided to move  in a new direction.  The  Executive Director was                                                               
given the option of resigning  or being terminated.  The trustees                                                               
did  not  provide the  Executive  Director  the reasons  for  her                                                               
termination.   Ms. Rodell  elected to  be terminated  and angrily                                                               
told the trustees that there  would be political consequences for                                                               
their actions.  When the  trustees came back into public session,                                                               
Chair  Richards,  Vice-Chair   Mahoney,  Trustee  Feige,  Trustee                                                               
Schutt,  and Trustee  Rieger voted  in favor  of terminating  the                                                               
Executive Director.  Trustee Moran voted against termination.                                                                   
After  terminating  Ms.  Rodell,  the  trustees  issued  a  press                                                               
release that  simply stated  the fund  would be  moving in  a new                                                               
direction:  "After  the  review  and  completion  of  the  annual                                                               
Executive  Director  evaluation, the  Board  of  Trustees of  the                                                               
Alaska  Permanent Fund  Corporation have  decided to  undertake a                                                               
search for  a new executive  director to lead the  Permanent Fund                                                               
in its continued growth and  evolving role in support of Alaska."                                                               
The trustees  gave little to  no consideration to how  to explain                                                               
the termination  decision to  the public  or to  the legislature.                                                               
The trustees did  not anticipate that the public  would seek some                                                               
explanation for why Ms. Rodell was terminated.                                                                                  
MR.  SLOTTEE  explained  that,  based on  the  testimony  of  the                                                               
trustees,  each trustee  who voted  in favor  of termination  had                                                               
different  reasons   why  they  believed  the   fund  needed  new                                                               
leadership.  The primary consensus  reasons that emerged from the                                                               
trustees' deliberations  justifying the termination was  that the                                                               
trustees   lacked   confidence   in  the   Executive   Director's                                                               
leadership, concerns  over the Executive  Director's relationship                                                               
with  the board,  and  that  some trustees  lacked  trust in  the                                                               
Executive Director.   Most of  the trustees also thought  the low                                                               
scores in the survey from  the investment team indicated that Ms.                                                               
Rodell  had  not  improved  her  working  relationship  with  the                                                               
investment team.   The  trustees thought and  feared there  was a                                                               
risk that the Corporation would  lose top investment talent.  For                                                               
the  majority of  the trustees,  their  fiduciary duty  compelled                                                               
them to  support termination because the  trustees delegate their                                                               
fiduciary  duty  to   invest  the  funds  for   Alaskans  to  the                                                               
investment  team, and  retaining a  talented investment  team was                                                               
paramount.  Although  various  comments in  the  2021  Evaluation                                                               
Report  cited  a  lack  of  trust and  candor  by  the  Executive                                                               
Director,  there was  little objective  evidence supporting  such                                                               
considerations  as a  cause for  termination.   Each trustee  was                                                               
asked under oath  to provide concrete, specific  examples of what                                                               
the Executive Director  had done or said that  would support such                                                               
a conclusion.   The trustees  could not  point to a  situation in                                                               
which  the Executive  Director actually  misled  the trustees  or                                                               
withheld or manipulated information,  though some trustees voiced                                                               
unsubstantiated  concerns she  may have  done so.   The  trustees                                                               
gave little  weight to the  performance indicators in  the survey                                                               
evaluation,  except  for the  scores  from  the investment  team.                                                               
Only four  of the  six trustees  completed the  evaluation survey                                                               
themselves  in 2021.   The  trustees who  voted to  terminate Ms.                                                               
Rodell  gave little  to  no  weight to  the  fact  that APFC  has                                                               
enjoyed  record-breaking  returns  under  her  leadership.    The                                                               
trustees declined to credit Ms.  Rodell for these returns because                                                               
they  attributed   them  to  prevailing  market   conditions  and                                                               
attributed  the  gains   to  a  team  effort   led  primarily  by                                                               
investment staff.  While the  trustees chose not to explain their                                                               
reasons for  terminating Ms. Rodell  to her when they  called her                                                               
into  the  executive  session  or   to  the  public,  a  lack  of                                                               
confidence in  the leadership of  a Chief Executive Officer  is a                                                               
sufficient  reason to  support the  termination of  such a  high-                                                               
level executive.   The trustees'  subjective assessment  of their                                                               
level of confidence  in the Executive Director's  leadership is a                                                               
legally  sufficient  reason for  their  decision  based on  their                                                               
direct  working  relationship, communications,  and  interactions                                                               
with Ms. Rodell.                                                                                                                
SENATOR VON IMHOF  interjected at this point  in the presentation                                                               
to invite committee questions.                                                                                                  
1:28:10 PM                                                                                                                    
REPRESENTATIVE JOSEPHSON  referred to paragraph 20  of the report                                                               
pertaining to legal sufficiency.   He noted that he had extensive                                                               
knowledge of the  covenant of good faith and fair  dealing and he                                                               
stated that he  considered his role to be to  protect the state's                                                               
coffers against lawsuit.   He asked whether the  covenant of good                                                               
faith and fair  dealing would require evidence that  a jury would                                                               
find legally reasonable, and whether  the firm was asserting that                                                               
it had  found it to  be so.   He added that  "at-will" employment                                                               
status was a misnomer.                                                                                                          
MR. SLOTTEE answered  that, under the covenant of  good faith and                                                               
fair dealing,  there exist two  aspects.  He described  the first                                                               
to be the  objective requirement to treat the employee  in a fair                                                               
manner, and the second to  be the subjective requirement that the                                                               
employee may  not be terminated  on an  unfair basis.   He stated                                                               
that the firm  had found during its review of  the facts that the                                                               
trustees had a  lack of confidence in the  Executive Director and                                                               
had  expressed  concerns  over  attrition  among  the  investment                                                               
staff.  He  opined that those findings would amount  to a legally                                                               
sufficient reason for termination.                                                                                              
REPRESENTATIVE JOSEPHSON  referred to  the section of  the report                                                               
that indicated  that the lack  of trust  and candor could  not be                                                               
adequately explained by the trustees  and he asked why that would                                                               
be perceived as objectively reasonable.                                                                                         
MR. TRICKEY  offered two responses to  Representative Josephson's                                                               
question.  He  noted that the reasons given by  the trustees were                                                               
supported  by  his/her  direct experience  in  working  with  the                                                               
Executive Director  in the 6-9  months preceding  the termination                                                               
and had been found to be valid.   He added that in cases that had                                                               
involved bad faith  dealings, evidence is found  that the reasons                                                               
given for a  termination are found to be false.   He allowed that                                                               
the reasons given were subjective  in nature, involving trust and                                                               
confidence,  and that  the testimony  and  underlying events  and                                                               
circumstances  had  supported  the  decision.   He  offered  that                                                               
courts have instructed in good  faith and fair dealing cases that                                                               
while senior  executives in  an organization  may not  agree with                                                               
the decisions  of the employer,  it is ultimately  the employer's                                                               
decision to make.  He stated  that no evidence was found that the                                                               
reasons were false or implausible.                                                                                              
1:32:46 PM                                                                                                                    
REPRESENTATIVE  TUCK  noted  that   there  existed  an  objective                                                               
evaluation  process in  the corporation's  Charter  that had  not                                                               
been followed,  and he  asked whether the  process that  had been                                                               
implemented was more subjective in its nature.                                                                                  
MR. SLOTTEE answered  that the survey processes in  2020 and 2021                                                               
consisted entirely  of subjective  commentary and scoring  by the                                                               
trustees and  by APFC staff.   He  noted that varying  weights of                                                               
the survey results  in 2021 had been taken to  guide the decision                                                               
to  terminate  and  had  appeared  to have  been  based  on  each                                                               
trustee's individual, personal interactions  with Ms. Rodell.  He                                                               
stated his belief that, had  the evaluation policy in the Charter                                                               
been used  during the evaluation,  it would have produced  a more                                                               
accurate performance evaluation result.                                                                                         
MR. TRICKEY  added that the Charter  performance evaluation would                                                               
provide  for more  objective performance  evaluation and  metrics                                                               
and would be easier to verify.   He added that the trustees could                                                               
still make subjective evaluations.                                                                                              
CHAIR  VON IMHOF  asked  whether the  Charter  document would  be                                                               
available on BASIS, which was confirmed that it would.                                                                          
REPRESENTATIVE  TUCK  suggested that  there  may  be no  unlawful                                                               
aspect  to a  subjective decision  to terminate  an employee  and                                                               
rhetorically  stated, "just  because  you can,  doesn't mean  you                                                               
should,"  and expressed  his interest  in understanding  the full                                                               
presentation  and report.   He  suggested  that some  performance                                                               
measures  may have  been  overlooked, and  the  decision to  move                                                               
forward with termination rather  than performance improvement may                                                               
have been affected.                                                                                                             
MR.  TRICKEY noted  that the  trustees had  relied on  the survey                                                               
scores from  the investment team  and the  trustees' evaluations.                                                               
He noted  that prior evaluations  shared the trend of  low scores                                                               
from investment staff.  He  noted that the trustees had expressed                                                               
concerns over  losing top fiduciary investment  staff considering                                                               
the trend  of low evaluation  scoring of the  Executive Director.                                                               
He suggested that it may  have been objective evaluation that the                                                               
investment team scores were lower.                                                                                              
1:37:54 PM                                                                                                                    
REPRESENTATIVE  TUCK noted  that returns  on investment  had been                                                               
attributed   to   prevailing    market   conditions,   and   some                                                               
contradictory information  in the  report that  characterized the                                                               
returns as being fantastic, despite  market volatility.  He asked                                                               
how it  had been concluded that  there existed good returns  in a                                                               
volatile market.   He asked  whether the conclusion was  based on                                                               
other organizations' performance over the  same period, or it had                                                               
been based on the corporation's own determination.                                                                              
MR.  SLOTTEE stated  that  it  had been  a  comment submitted  by                                                               
either APFC staff or a trustee during the course of the survey.                                                                 
CHAIR VON IMHOF  noted that paragraph 18 of  the report reflected                                                               
that only four  of the six trustees had  completed the evaluation                                                               
themselves.   She stated her belief  that it was of  concern that                                                               
not  all  had  completed  the  evaluation on  a  matter  of  such                                                               
1:40:20 PM                                                                                                                    
SENATOR  REINBOLD  commented that  page  64  of the  report  that                                                               
concluded with  the finding  that, "Trustees  did not  follow the                                                               
APFC  Charter  in all  material  respects  with regard  to  their                                                               
evaluation of the  Executive Director.  The Trustees  did not use                                                               
an  evaluation  instrument or  process  to  assess the  Executive                                                               
Director's  performance that  was consistent  with the  Executive                                                               
Director Performance Evaluation Policy."   She stated her concern                                                               
of a lack of objectivity in the evaluation process.                                                                             
1:41:30 PM                                                                                                                    
MR.  SLOTTEE  went on  to  explain  that each  trustee  testified                                                               
regarding their respective initial  reasons for either supporting                                                               
or  opposing  termination of  the  Executive  Director.   Trustee                                                               
Schutt  was  troubled by  a  June  18,  2021, press  release  the                                                               
Executive   Director  issued   during   an   impasse  in   budget                                                               
negotiations  between  the governor  and  the  legislature.   The                                                               
press  release   explained  the  negative  consequences   that  a                                                               
government  shutdown would  have  on the  APFC.   Trustee  Schutt                                                               
viewed  the press  release as  taking  aim at  the governor,  and                                                               
improperly  staking  out  a position  in  a  politically  fraught                                                               
dispute between the executive and  legislative branches.  Trustee                                                               
Schutt was also concerned that  the press release was inaccurate,                                                               
and  that  the  APFC  would  be  protected  in  the  event  of  a                                                               
government  shutdown.   Trustee Schutt  was also  concerned about                                                               
what  he  described  as  an  "unnatural  and  unhealthy  tension"                                                               
between  the  Executive  Director   and  certain  trustees.    He                                                               
recalled  an incident  at the  September 2021  annual meeting  in                                                               
Kodiak  in   which  he  claims   the  Executive   Director  acted                                                               
unprofessionally toward Trustee Mahoney  and unfairly accused her                                                               
of not acting in the best  interests of the APFC.  Trustee Schutt                                                               
also  testified  that, based  on  his  experience serving  as  an                                                               
executive and on  boards of directors, when  a senior executive's                                                               
relationship with  the board  is negative, it  can be  better and                                                               
more  effective  for  the  organization  to  go  in  a  different                                                               
direction than  attempt to divert  the resources and  time needed                                                               
to try  and fix  the problem.   Trustee Schutt  expressed concern                                                               
about the low  scores on the survey from the  investment team and                                                               
expressed concern about the risk  of losing the top-level members                                                               
of the investment team.                                                                                                         
MR. SLOTTEE  continued, Trustee Mahoney's  primary concern  was a                                                               
tension  between the  Executive  Director  and APFC's  investment                                                               
staff, as reflected  in comments and low  ratings that investment                                                               
staff provided in  response to the 2021 survey.   Trustee Mahoney                                                               
worried  about  investment  staff  attrition.    Trustee  Mahoney                                                               
testified  that she  began to  question the  Executive Director's                                                               
leadership  at the  2021  annual  meeting in  Kodiak  and in  the                                                               
budget  workshops  leading up  to  that  meeting.   According  to                                                               
Trustee  Mahoney, the  Executive Director's  proposed budget  was                                                               
inflated  and unrealistic,  and she  felt the  Executive Director                                                               
lashed out  at her when  Trustee Mahoney expressed her  view that                                                               
the budget was too high.   Trustee Mahoney testified she was also                                                               
disappointed  in the  Executive Director's  decision to  invite a                                                               
mediator to  the board meeting  to facilitate a  discussion about                                                               
strategic plan  implementation with  the board.   Trustee Mahoney                                                               
had a vision that  the fund would grow to be  a $100 billion fund                                                               
and that  new leadership would  be needed  for the fund  to reach                                                               
this goal.                                                                                                                      
MR.  SLOTTEE  continued,  Trustee   Feige  was  troubled  by  the                                                               
Executive Director's  June 18, 2021, press  release regarding the                                                               
effects  a government  shutdown  would  have on  the  APFC.   She                                                               
viewed   the    press   release   as    "wildly   inappropriate,"                                                               
"inaccurate," and  overtly political.   It played a  "major role"                                                               
in her decision  to vote in favor of termination.   Trustee Feige                                                               
also described the  Executive Director's plan to  have a mediator                                                               
facilitate  discussions  with the  trustees  at  the 2021  annual                                                               
meeting in Kodiak  as a "bright line event."   In Trustee Feige's                                                               
view, this plan demonstrated that  the Executive Director was not                                                               
comfortable  engaging directly  with  the board  and evidenced  a                                                               
breakdown in that relationship.                                                                                                 
MR. SLOTTEE  continued, Trustee Richards  testified to  a variety                                                               
of  concerns about  the Executive  Director's performance  dating                                                               
back  to his  original  term  as Trustee  in  2015  and 2016  and                                                               
continuing through 2021.  He was  candid that he may have been in                                                               
favor of  terminating the  Executive Director  in 2018  and 2019,                                                               
but  the trustees  at that  time were  not supportive  of such  a                                                               
move.   Trustee Richards's  concerns were  wide ranging,  but his                                                               
most  pressing  concerns  during   the  2021  evaluation  process                                                               
related  to  what  he  described   as  the  Executive  Director's                                                               
strained relationship with investment  staff, and the possibility                                                               
of losing "another"  Chief Investment Officer (CIO)  or other top                                                               
investors  because  of that  relationship.    He also  cited  the                                                               
Executive Director's proposed  addition of 15 new  staff and plan                                                               
to use  a mediator as  examples of  a breakdown in  the Executive                                                               
Director's ability to communicate  candidly and directly with the                                                               
1:45:17 PM                                                                                                                    
MR.  SLOTTEE   continued,  Trustee  Rieger  did   not  share  the                                                               
performance  concerns  expressed  by  Trustees  Schutt,  Mahoney,                                                               
Feige, and  Richards.   He stated  that Trustee  Rieger testified                                                               
that he  had a lot of  confidence in the Executive  Director, and                                                               
that the performance  concerns raised by other  trustees could be                                                               
addressed.    Trustee  Rieger  nevertheless  voted  in  favor  of                                                               
termination because he  viewed the situation in  which a majority                                                               
of the  board had  lost confidence in  the Executive  Director as                                                               
"untenable," and believed it was  therefore in the best interests                                                               
of  the APFC  to move  forward with  the decision  as quickly  as                                                               
possible. Trustee Rieger testified that  the trustees in favor of                                                               
termination  had valid  bases for  their  concerns, though  those                                                               
concerns were not significant enough  in Trustee Rieger's mind to                                                               
justify terminating the Executive Director.                                                                                     
MR. SLOTTEE  continued; Trustee  Moran was  the only  trustee who                                                               
voted against terminating  the Executive Director.   In his view,                                                               
the Executive  Director's performance  had been  exceptional, and                                                               
she deserved  credit as  one of the  key principals  in achieving                                                               
record returns  for the APFC,  as measured both  against internal                                                               
benchmarks,  and as  compared with  other large  sovereign wealth                                                               
funds.     Trustee   Moran   described   these  achievements   as                                                               
"spectacular"   and  noted   that  APFC's   advisors  were   very                                                               
complimentary of the  whole organization.  Trustee  Moran did not                                                               
agree with  the substantive criticisms of  the Executive Director                                                               
in  the 2021  evaluation,  and he  maintained  confidence in  her                                                               
leadership.   However, although Trustee Moran  disagreed with the                                                               
substantive criticisms and the decision  to terminate, he did not                                                               
have concerns about  how the decision was reached.   In his view,                                                               
the trustees who  voted to terminate the  Executive Director were                                                               
acting in good faith in furtherance  of what they believed was in                                                               
the  best interests  of  the  APFC.   In  addition,  a number  of                                                               
trustees  cited  comments  made by  Trustee  Moran  in  executive                                                               
session  as  confirming  their  inclination  to  move  in  a  new                                                               
direction. According  to these trustees, Trustee  Moran commented                                                               
that the  issues that  the other trustees  were raising  with the                                                               
Executive  Director's  leadership  were part  of  her  leadership                                                               
style, and were not likely to change.                                                                                           
MR.  SLOTTEE   concluded  the   presentation  of   the  trustees'                                                               
interview summaries  by stating  that, collectively,  the reasons                                                               
expressed by  the trustees  for their  decision to  terminate the                                                               
Executive  Director  supported the  termination  as  a matter  of                                                               
employment  law,  in that  they  were  a  valid exercise  of  the                                                               
trustees' ability  to terminate an  at-will employee such  as Ms.                                                               
Rodell.   A  loss  of confidence  in the  chief  executive of  an                                                               
organization such as the APFC  is a sufficient legal reason under                                                               
the legal standards applicable to at-will employment in Alaska.                                                                 
MR. SLOTTEE explained that the  Alaska Permanent Fund Corporation                                                               
is enmeshed in  politics by virtue of its  structure and purpose.                                                               
APFC is  within the  Department of  Revenue, an  executive branch                                                               
agency.  The  fund's annual budget is included  in the governor's                                                               
budget and  must be  funded by  legislative appropriations.   The                                                               
trustees  are appointed  by the  governor, and  two trustees  are                                                               
members  of  the  governor's  cabinet.    Given  this  structure,                                                               
protecting the  independence of the  fund requires  vigilance and                                                               
strict  adherence  to fiduciary  duties  by  the trustees.    The                                                               
trustees all  acknowledged fiduciary  standards as  their compass                                                               
in making decisions.  The  trustees' strict compliance with their                                                               
fiduciary duties  of loyalty and  due care protect the  fund from                                                               
undue political  interference.  The relatively  recent transition                                                               
to using  the fund's  investment returns  to fund  state services                                                               
has had  further political implications for  APFC.  Historically,                                                               
earnings  on permanent  fund investments  were used  primarily to                                                               
fund  Permanent Fund  Dividends  in accordance  with a  statutory                                                               
formula.   That changed in 2018,  when, in the face  of declining                                                               
oil revenues,  the state began  drawing on investment  returns to                                                               
fund  government   services.    The  importance   of  the  fund's                                                               
financial  performance had  therefore  changed  in importance  in                                                               
Alaska.    He  added  that  the Board  of  Trustees  has  adopted                                                               
resolutions  advocating   for  or  supporting  the   adoption  of                                                               
specific legislative  and constitutional policies.   The trustees                                                               
expect the  executive director to advance  those policy positions                                                               
in front of  the legislature and to the executive  branch.  These                                                               
expectations  are  also  inherently  political.    The  Executive                                                               
Director  testified to  the political  pressures inherent  in the                                                               
position because of these developments.                                                                                         
MR. SLOTTEE  stated that Ms.  Rodell explained that when  she was                                                               
hired in 2015,  "the focus was to generate  positive returns that                                                               
would,  in effect,  be used  for [the]  Permanent Fund  Dividend.                                                               
During my time as Executive  Director, that changed substantially                                                               
in the sense that there was  no change in generating returns, but                                                               
there was  a change  in the  use of  the fund.   The  state began                                                               
using the  fund for state government  purposes.  And there  was a                                                               
lot of  pressure placed on  my position  to testify to  the long-                                                               
term sustainability  of some  of those  plans.   There was  a big                                                               
focus on ensuring the sustainability of the Permanent Fund.                                                                     
That  was  a  turn  away  from what  historically  had  been  the                                                               
executive  director  role.   So  it  raised  the profile  of  the                                                               
MR. SLOTTEE  continued that,  given all of  the foregoing,  it is                                                               
neither  reasonable nor  feasible  to expect  that the  Executive                                                               
Director  can be  insulated entirely  from political  pressure or                                                               
influence,  making adherence  to fiduciary  principles even  more                                                               
important.   There is no  direct or circumstantial  evidence that                                                               
the  governor directed  the trustees  to terminate  the Executive                                                               
Director.      There  was   no   direct   evidence  or   credible                                                               
circumstantial evidence  that the  governor knew in  advance that                                                               
the  Executive Director  would be  terminated.   Chair  Richards,                                                               
Trustee Feige, and Trustee Mahoney  denied when asked directly if                                                               
there had been any advance  communications or directions from the                                                               
governor  regarding terminating  the  Executive  Director.   Non-                                                               
commissioner Trustees Schutt, Rieger,  and Moran also reported no                                                               
contact  whatsoever  with  the  governor  or  his  administration                                                               
related to the Executive Director  and did not perceive the other                                                               
trustees to  be acting at the  direction or on the  behest of the                                                               
Governor's  Office.    The  governor   first  learned  about  the                                                               
termination from  Trustee Feige when  they were both  attending a                                                               
mining conference in  Reno, Nevada.  Trustee  Feige testified the                                                               
governor  reacted  with surprise  when  she  told him  about  the                                                               
termination of the Executive Director.                                                                                          
1:50:45 PM                                                                                                                    
REPRESENTATIVE  JOSEPHSON stated  that the  APFC had  generated a                                                               
16-page internal report concurrent to  the one being presented to                                                               
the committee.   He allowed that he had not  read the report, and                                                               
said that  it allegedly contained  a reference that  the governor                                                               
was  aware of  issues regarding  Executive Director  Rodell.   He                                                               
asked whether  the firm  found the  testimony, that  the governor                                                               
had reacted with surprise, to be credible.                                                                                      
MR. SLOTTEE  answered that the  conclusion had been based  on the                                                               
testimony of Trustee Feige under  oath relaying her experience of                                                               
his reaction.                                                                                                                   
REPRESENTATIVE  JOSEPHSON  stated  that  he  had  questioned  Ms.                                                               
Rodell  during   committee  hearings   on  Senate  Bill   26  and                                                               
overdrawing the fund.   He relayed that  her answers consistently                                                               
referred  to  APFC  Board  resolutions  which,  over  time,  were                                                               
consistently directing  that future actions should  be taken with                                                               
consistency and in  a sustainable manner.  He  asked, relative to                                                               
this topic  and the  occurrences at  the Kodiak  meeting, whether                                                               
there had been any deposed  testimony regarding the dividend.  He                                                               
opined that  it could  be taken as  fact that  the administration                                                               
would  have, and  still would,  welcome an  overdraw to  pay back                                                               
past dividends.  He characterized the issue as central.                                                                         
CHAIR VON IMHOF  cautioned that additional information  yet to be                                                               
presented  may  address  the   matter  raised  by  Representative                                                               
Josephson  and advised  that there  are other  interested parties                                                               
online who  may not have  the full presentation before  them, and                                                               
the  information was  visible  to remote  attendees  only on  the                                                               
MR. SLOTTEE agreed to proceed with the presentation.                                                                            
REPRESENTATIVE  TUCK   further  recommended  conclusion   of  the                                                               
SENATOR VON  IMHOF noted  that the documents  would be  posted on                                                               
BASIS by 5:00 p.m.                                                                                                              
1:55:04 PM                                                                                                                    
MR. SLOTTEE,  to the question posed  by Representative Josephson,                                                               
offered   that   Trustee   Richards   testified   about   several                                                               
conversations with  the executive branch regarding  the Executive                                                               
Director's  performance.   In a  conversation  with the  governor                                                               
about other matters, Richards took  the opportunity to advise the                                                               
governor that there were concerns  about the Executive Director's                                                               
performance.   The  governor responded  by telling  Richards that                                                               
any decision  regarding the  Executive Director's  performance or                                                               
termination was  solely that  of the trustees  to make.   Trustee                                                               
Richards  had two  conversations about  the Executive  Director's                                                               
performance  with  Governor  Dunleavy's  Chief of  Staff  in  the                                                               
months preceding the trustees' decision  to terminate.  According                                                               
to Trustee Richards, the Chief of  Staff advised him to make sure                                                               
the trustees followed  a lawful process and  documented the basis                                                               
for any  decisions.   Trustee Richards  explained he  believed it                                                               
was  important  to  give  the   governor  notice  of  potentially                                                               
important  decisions under  consideration  by  the trustees  that                                                               
could  impact   state  government.    He   stated  that  Trustees                                                               
Richards, Feige,  and Mahoney  each denied  under oath  that they                                                               
had  communications  with  the governor's  office  regarding  the                                                               
decision to  terminate Ms.  Rodell prior  to that  decision being                                                               
made, regarding the governor giving direction or a "heads up."                                                                  
MR.  SLOTTEE   continued,  in  light   of  the   fund's  critical                                                               
importance  to  sustaining  government services  and  payment  of                                                               
dividends to Alaskans, and the  trustees' adoption of resolutions                                                               
requiring the  Executive Director to advocate  for certain policy                                                               
positions,  the Executive  Director could  not avoid  being drawn                                                               
into political discussions and debate  around the funds available                                                               
for  appropriations.   When the  Executive Director  attempted to                                                               
navigate these political waters,  the trustees ultimately held it                                                               
against  her.   In  some  cases,  trustees viewed  the  Executive                                                               
Director's actions  and statements  as being too  political, such                                                               
as  a   press  release   and  a  [Twitter]   Tweet.     In  other                                                               
circumstances, the  trustees faulted  the Executive  Director for                                                               
not  advocating APFC's  policy positions  forcefully enough.   In                                                               
both cases, several trustees  attributed the Executive Director's                                                               
conduct  as being  driven  by a  personal  "agenda," rather  than                                                               
APFC's  agenda.    He   referred  to  Representative  Josephson's                                                               
earlier question and  stated that, in 2018,  the trustees adopted                                                               
resolutions   supporting  a   rules-based  legal   framework  for                                                               
transfers into, out of, and  between the permanent fund principal                                                               
account and  Earnings Reserve Account.   The resolutions directed                                                               
the  Executive Director  to support  the need  for a  rules-based                                                               
framework  in front  of the  legislature.   Ms. Rodell  testified                                                               
that she  did so, despite  what she acknowledges  were misgivings                                                               
about  the  APFC advocating  policy  positions  in front  of  the                                                               
political  branches.   Some trustees  perceived,  fairly or  not,                                                               
that the Executive Director was  not advocating forcefully enough                                                               
for the positions adopted by resolution.                                                                                        
MR.  SLOTTEE  continued,   in  light  of  the   high  stakes  and                                                               
politically charged  operating environment for anyone  serving as                                                               
the  chief executive  officer of  the APFC,  the need  to have  a                                                               
fair, objective  evaluation instrument that  measures performance                                                               
in  relation  to  clear  objectives  and  implementation  of  the                                                               
strategic plan  of APFC is  critical to preserving  the sustained                                                               
performance and independence  of the fund.   The Charter provides                                                               
a good  and effective process  for evaluating the  performance of                                                               
the Executive Director.  The  trustees should follow the mandates                                                               
of  the Charter  to  minimize bias  and  improper attribution  of                                                               
unsupported motives.                                                                                                            
1:58:30 PM                                                                                                                    
REPRESENTATIVE TUCK  agreed that  the trustees should  follow the                                                               
evaluation process in the Charter  and minimize bias and improper                                                               
attribution and  asked whether  it was unlawful  to use  bias and                                                               
improper attribution in terminating an at-will employee.                                                                        
MR.  TRICKEY  answered  that   direct  personal  experience  with                                                               
someone  informs one's  decision.   He stated  that the  firm had                                                               
found no  evidence of overt  bias and  he allowed that  there may                                                               
have  existed  a  personality   conflict  between  the  Executive                                                               
Director and  a trustee.   He added that  the firm was  drawing a                                                               
distinction  between  subjective   decisions  based  on  relevant                                                               
factors for an executive board,  and for relationships, trust and                                                               
confidence  and   that  trust   and  confidence   are  inherently                                                               
subjective.    He  stated  that   a  personality  conflict  could                                                               
unfairly  influence  an  evaluation.    He  added  that,  when  a                                                               
relationship  is strained  and  communication difficulties  exist                                                               
and are  supported by  facts, it would  support a  board member's                                                               
subjective conclusion  that he/she had lost  confidence with that                                                               
person.    He  stated  that  a  solid  evaluation  tool  includes                                                               
objective measures to minimize or eliminate bias.                                                                               
REPRESENTATIVE  TUCK stated  his reason  for asking  the question                                                               
was curiosity  that, if the  Charter evaluation process  had been                                                               
used, whether improvements  could have been made.   He noted that                                                               
APFC is very  publicly visible, and conflict in  the public which                                                               
is  predicated on  no clear  guidance amounted  to the  executive                                                               
being  "between a  rock and  a hard  place."   He suggested  that                                                               
deviating from the evaluation process  in the Charter would allow                                                               
for the board  to make mistakes.  He stated  his observation that                                                               
there existed a conflict between  personality and performance and                                                               
suggested that the fund's performance  would be hard to deny, and                                                               
it  may have  contributed to  some trustees  conflicted with  the                                                               
decision to  terminate.  He suggested  that third-party, positive                                                               
evaluations, including  "Best Places to Work,"  would necessarily                                                               
be attributed to the Executive Director.                                                                                        
2:03:05 PM                                                                                                                    
SENATOR BISHOP referred to page 11  of the report, under item B.1                                                               
which  read, in  part:   "Given  this  structure, protecting  the                                                               
independence of the Fund requires  vigilance and strict adherence                                                               
to  fiduciary  duties   by  the  Trustees.     The  Trustees  all                                                               
acknowledged and adhered to fiduciary  standards..." and he asked                                                               
how  much fiduciary  training trustees  had received  since their                                                               
appointment to the board.                                                                                                       
MR.  TRICKEY answered  that, once  appointed, a  trustee receives                                                               
training on fiduciary duties and  standards, and ongoing training                                                               
MR.  SLOTTEE  added that  trustees  do  not receive  training  on                                                               
evaluating the  Executive Director, nor do  they receive training                                                               
on the use of  a 360-degree survey.  He noted  that, in 2021, the                                                               
board did not have an  outside consultant to provide expertise in                                                               
evaluations.  He stated that,  in 2020, an outside consultant had                                                               
been retained.   He added that Ms. Rodell had  testified that the                                                               
2020 evaluation had provided feedback  that she characterized as,                                                               
for the first time, helpful.                                                                                                    
2:05:14 PM                                                                                                                    
REPRESENTATIVE  SPOHNHOLZ asked  whether  the  foundation of  the                                                               
individual trustees'  testimony regarding the Kodiak  meeting had                                                               
been based on the evaluation  and asked whether the trustees held                                                               
the  belief  that  they  had  received  an  objective  evaluation                                                               
report, in light of the  revelation that the comments provided to                                                               
the board  had been "cherry-picked"  and may  have misrepresented                                                               
the totality of the evaluation.                                                                                                 
MR. SLOTTEE answered that the  trustees had assigned a variety of                                                               
weights  to  the  evaluation results,  with  some  weighting  the                                                               
scores  more  heavily,  and  some  weighting  the  comments  more                                                               
heavily.   He  stated  that it  was  not shown  that  any of  the                                                               
trustees questioned the  report prepared by Trustee  Mahoney.  He                                                               
stated that  the board  did not have  training in  evaluation and                                                               
had  only  been provided  with  the  summary report  prepared  by                                                               
Trustee Mahoney that did not include all the comments.                                                                          
MR.  TRICKEY  added that  there  had  been  the appearance  of  a                                                               
cumulative effect of  happenings in 2021 that led to  the lack of                                                               
confidence.   He noted that  there had  been the June  2021 press                                                               
release that  addressed the budget  impasse between  the governor                                                               
and the legislature.  He added  that a Tweet had been released in                                                               
August of 2021  correcting fund balances, and  the September 2021                                                               
Kodiak  meeting  at which  there  had  been events  described  as                                                               
"disturbing" by the trustees.  He  stated that these were the key                                                               
points of the discussion regarding  Ms. Rodell's lack of judgment                                                               
and ineffective communication in relationships.                                                                                 
2:08:46 PM                                                                                                                    
CHAIR VON  IMHOF asked whether  the trustees held any  concern or                                                               
expressed regret  that they  had not  followed the  Charter, that                                                               
they had brought the evaluation  process in-house, that only four                                                               
of  the  six trustees  had  participated,  or  that not  all  the                                                               
comments had been provided to the board.                                                                                        
MR.  SLOTTEE offered  background  information  on the  evaluation                                                               
process  and   drew  attention  to  the   slideshow  presentation                                                               
entitled, "Schwabe Williamson &  Wyatt Powerpoint Presentation to                                                               
LBA Committee 9-28-22.pptx," [included  in the committee packet,]                                                               
slides  4-5,   which  read   as  follows   [original  punctuation                                                               
     The policy was intended to:                                                                                                
     Ensure   that    the   Executive    Director   receives                                                                    
     appropriate  and useful  feedback on  their performance                                                                    
     from the Board on an annual basis, and                                                                                     
     Help   develop   clear   and   meaningful   performance                                                                    
     objectives for the Executive Director.                                                                                     
     The  policy identifies  specific  criteria to  evaluate                                                                    
     Executive Director's performance against.                                                                                  
     (a)  Achievement of  the goals  and  objectives of  the                                                                    
     (b)   Completion   of   the   specific   projects   and                                                                    
     initiatives  set out  in the  strategic  plan for  that                                                                    
     fiscal year;                                                                                                               
     (c)  Implementation  of  Board policies  and  reporting                                                                    
     (d) General leadership and management skills; and                                                                          
     (e) Compliance with the Executive Director's charter.                                                                      
MR.  SLOTTEE described  the  Governance  Committee's process  for                                                               
initiating  and   coordinating  the  annual  survey   and  review                                                               
process, as  depicted on  slides 6-7  of the  presentation, which                                                               
read as follows [original punctuation provided]:                                                                                
     The  Vice  Chair  meets   with  Executive  Director  to                                                                    
     develop survey.                                                                                                            
     The  Vice   Chair  distributes  a  package   of  survey                                                                    
     materials to Trustees.                                                                                                     
     Trustees  complete  survey  and  a  summary  report  is                                                                    
     presented to the Governance Committee.                                                                                     
     The  Governance   Committee  reviews  the   report  and                                                                    
     submits it to the Board of Trustees.                                                                                       
     Trustees  meet  in  executive session  to  discuss  the                                                                    
     evaluation results.                                                                                                        
     The  Governance Committee  prepares a  draft Evaluation                                                                    
     The  Trustees  then  meet with  Executive  Director  in                                                                    
     executive  session   to  discuss  the   evaluation  and                                                                    
     opportunities for improvement.                                                                                             
     The Trustees  approve the  Evaluation Report,  which is                                                                    
     to be  signed by the  Chair, Vice Chair,  and Executive                                                                    
     The  Evaluation  Report  is   filed  in  the  Executive                                                                    
     Director's personnel file.                                                                                                 
MR.  SLOTTEE  added  that  the  meeting  between  the  Governance                                                               
Committee  and the  executive director  includes a  discussion to                                                               
identify and  agree on any changes  to the content of  the survey                                                               
questions.   He  added  that  the survey  is  distributed to  the                                                               
trustees in advance of the  board's fourth quarterly meeting each                                                               
2:12:36 PM                                                                                                                    
MR.  SLOTTEE  continued  explaining the  evaluation  process,  as                                                               
depicted on  slide 8 of  the presentation, which read  as follows                                                               
[original punctuation provided]:                                                                                                
     An effective evaluative process adequately and fairly                                                                      
    documents    past     performance    while    outlining                                                                     
     expectations for future performance.                                                                                       
     The process should enable  the identification of under-                                                                    
     performance in key  areas while identifying significant                                                                    
     strengths and  achievements towards  the organization's                                                                    
       APFC's Performance Evaluation Policy, as drafted,                                                                        
     adopts sound HR practices for executive leaders.                                                                           
MR. SLOTTEE stated  that the investigation had  revealed that the                                                               
evaluation  process  had largely  remained  the  same during  Ms.                                                               
Rodell's tenure,  but the trustee's adherence  and application of                                                               
the policy  had not.  He  summarized that the policy  had changed                                                               
in different ways,  not all trustees completed  and submitted the                                                               
evaluation surveys  each year, and  the specific mandates  of the                                                               
policy  were  not  followed.    He  stated  that  the  Governance                                                               
Committee  did  not   meet  and  did  not   prepare  reports  for                                                               
submission  to the  board, and  documentedonly  one instance,  in                                                               
2018,  in which  the  evaluation report  had  been completed  and                                                               
signed by all parties.                                                                                                          
MR. SLOTTEE related that, during  the interviews of the trustees,                                                               
they had  been asked about  the policy not having  been followed.                                                               
He summarized  the responses  from the trustees  to be  that they                                                               
had considered the deviation from  the policy to be non-material.                                                               
He stated  that the  board did  not consider  the meeting  of the                                                               
Governance Committee as  essential and they had  proceeded to the                                                               
meeting of the full board.   He stated that the trustees' choices                                                               
to not participate in the survey  indicated a lack of priority or                                                               
importance on the evaluation.                                                                                                   
2:14:56 PM                                                                                                                    
CHAIR VON  IMHOF asked  what the  firm's consultant  had surmised                                                               
about the "non-material deviations" from policy.                                                                                
MR. SLOTTEE related  that the consultant had  endorsed the policy                                                               
as a good one and that it should  be followed.  He added that the                                                               
consultants  had concluded  that the  evaluation process  in 2021                                                               
had  not  resulted in  a  complete  and  fair evaluation  of  Ms.                                                               
Rodell's performance.                                                                                                           
CHAIR VON IMHOF asked whether  the consultant's opinions would be                                                               
available in  the report that  would be made  publicly available,                                                               
which Mr. Slottee confirmed that it would.                                                                                      
2:15:27 PM                                                                                                                    
REPRESENTATIVE SPOHNHOLZ asked that, if  the board did not follow                                                               
its own policy, what the point would be of having such a policy.                                                                
MR.  SLOTTEE  offered his  opinion  as  an  attorney that  if  an                                                               
organization  has a  policy,  then  it should  be  followed.   He                                                               
offered  that  it  would  not  be  possible  to  know  whether  a                                                               
different  outcome in  the evaluation  would have  occurred would                                                               
the policy  have been adhered  to in 2021.   He stated  that, had                                                               
the policy been  followed from 2015   2021, it  may have resulted                                                               
in constructive  feedback that could  have enabled Ms.  Rodell to                                                               
address concerns raised by the board.                                                                                           
REPRESENTATIVE  SPOHNHOLZ  asked  whether  it  was  a  reasonable                                                               
expectation by  an Executive Director  that a board  would follow                                                               
its own policy.                                                                                                                 
MR. SLOTTEE  answered yes, and  he noted that neither  Ms. Rodell                                                               
nor any of the trustees had objected to the existing policy.                                                                    
REPRESENTATIVE  SPOHNHOLZ  asked whether  it  is  illegal to  not                                                               
adhere to a policy if it is part of a governing document.                                                                       
MR.  SLOTTEE answered  no,  and  that the  board  may change  its                                                               
policies either  formally or informally.   He stated that  it was                                                               
"probably not good practice" to not follow an existing policy.                                                                  
REPRESENTATIVE SPOHNHOLZ asked whether  the board had the ability                                                               
to change the policy but never did.                                                                                             
MR. SLOTTEE  answered that it would  be accurate to say  that the                                                               
board did not  follow the policy and it did  not adopt any formal                                                               
change or  amendment to the policy.   He stated that  a board may                                                               
collectively decide  to disregard a  policy in one  instance, and                                                               
he  characterized such  a decision  as not  being good  corporate                                                               
governance and would typically be advised against.                                                                              
2:18:14 PM                                                                                                                    
MR.  TRICKEY addressed  Senator von  Imhof's question  of whether                                                               
the board  had reflected  on its decisions  and whether  they had                                                               
expressed any regret.   He stated that there were  new members of                                                               
the  board which  had resulted  in some  inconsistency, and  that                                                               
Chair  Richards had,  when asked,  recognized  that changing  the                                                               
evaluation over the years had  resulted in the Executive Director                                                               
having  received  inconsistent feedback.    He  added that  there                                                               
appeared to be a disconnect  between the board's expectations and                                                               
Ms.  Rodell's understanding  of what  was  expected of  her.   He                                                               
attributed that  disconnect to the  deviation from  the Charter's                                                               
evaluation process.  He stated  that the most striking disconnect                                                               
was that  Ms. Rodell held  the belief  that she was  evaluated on                                                               
the overall performance of the  fund, and that the performance of                                                               
the fund  reflected on  her leadership of  the organization.   He                                                               
added  that the  board placed  nearly  no weight  on the  overall                                                               
performance of the fund to  the Executive Director's performance.                                                               
He stated  that the performance of  the fund was credited  to the                                                               
investment team and not to any one individual.                                                                                  
SENATOR  VON IMHOF  stated that  Chair Richards  had acknowledged                                                               
responsibility and asked whether  he had taken any accountability                                                               
for  the decisions,  since  he had  been a  member  of the  board                                                               
through Ms. Rodell's tenure.   She asked who hires the investment                                                               
MR. SLOTTEE  answered that the Executive  Director, in accordance                                                               
with  the   Executive  Director   Charter,  is   responsible  for                                                               
identifying investment  staff and that  the board may  have final                                                               
say over  the higher-level  staff, such  as the  Chief Investment                                                               
Officer (CIO).   He referred to Exhibit 1,  entitled, "EXH 1.pdf"                                                               
[included  in  the committee  packet]  that  contains the  policy                                                               
specific to  the Executive Director's Charter,  beginning on page                                                               
14, which read as follows [original punctuation provided]:                                                                      
      The Executive Director will develop and recommend to                                                                      
     the Board:                                                                                                                 
     (a)  An   investment  policy,  including   the  Board's                                                                    
     overall  investment   philosophy,  and   mechanism  for                                                                    
     monitoring and managing investment risk;                                                                                   
     (b) The long-term or strategic  asset allocation of the                                                                    
     Fund in terms  of the proportion of total  assets to be                                                                    
     invested within  a minimum-maximum  range at  any point                                                                    
     in time; and                                                                                                               
     The  Executive Director  will implement  all investment                                                                    
     policies and strategies as approved by the Board.                                                                          
     The  Executive Director  will  direct that  appropriate                                                                    
     financial and  operational controls and  procedures are                                                                    
     put in place to safeguard the assets of the Fund                                                                           
CHAIR VON  IMHOF asked Mr.  Slottee to repeat who  is responsible                                                               
for the hiring of investment staff.                                                                                             
MR.  SLOTTEE  answered that  the  information  provided had  been                                                               
excerpted from the Executive Director  charter policy document as                                                               
adopted by the trustees.                                                                                                        
2:22:33 PM                                                                                                                    
REPRESENTATIVE JOSEPHSON asked whether  at-will employees who had                                                               
been terminated  have brought  action and  had prevailed  and won                                                               
MR. TRICKEY affirmed that it was true.                                                                                          
REPRESENTATIVE JOSEPHSON  stated that  the firm's  consultant had                                                               
concluded that  Ms. Rodell had  not received a complete  and fair                                                               
evaluation and  asked whether that conclusion  could be presented                                                               
as  evidence   to  a   jury  regarding   the  objectivity   of  a                                                               
MR.  TRICKEY answered  that it  is  possible and  that the  board                                                               
would  be  permitted to  explain  its  reasons other  than  those                                                               
concluded in  the investigation for  the basis of  their decision                                                               
to  terminate.    He stated  the  investigation  and  depositions                                                               
regarding the  decision to  terminate had not  found that  any of                                                               
the reasons for termination were false.                                                                                         
REPRESENTATIVE  JOSEPHSON noted  that  some of  the trustees  had                                                               
based their decision  on the evaluation and some had  not, and he                                                               
asked whether a faulty evaluation  leading to a termination would                                                               
result in a problem for the board.                                                                                              
MR. TRICKEY  answered yes in the  context of a prima  facie for a                                                               
breach of  the covenant of good  faith and fair dealing  it would                                                               
be an  unfavorable fact for  the board.   He noted that  this was                                                               
one  fact  among others  including  reasons  that are  sufficient                                                               
pertaining to the  top executive of an organization.   He allowed                                                               
that  it may  be difficult  in  this case  because the  consensus                                                               
reason  was lack  of  confidence,  and the  use  of an  objective                                                               
evaluation tool would likely have resulted in the same reason.                                                                  
REPRESENTATIVE JOSEPHSON  referred to  the statement  of findings                                                               
in the  report that the  trustees faulted the  Executive Director                                                               
for not advocating APFC's policy  positions forcefully enough and                                                               
asked what  positions the board  had considered Ms. Rodell  to be                                                               
not adequately  forceful in advocating.   He postulated  that the                                                               
legislative  record would  provide evidence  that Ms.  Rodell had                                                               
been forceful regarding a rules-based framework.                                                                                
MR.  SLOTTEE offered  that the  general  testimony was  regarding                                                               
more than  this issue and that  the board had not  specified what                                                               
Ms. Rodell's own  agenda had been, but the consensus  was that it                                                               
was  different than  the board's  agenda.   He  noted that  Chair                                                               
Richards had  testified that  Ms. Rodell  did support  the APFC's                                                               
resolutions  regarding   the  Percent  of  Market   Value  (POMV)                                                               
approach, with which he took no  issue.  He offered two potential                                                               
examples of differing agendas, one  in which there was a proposal                                                               
for an APFC Anchorage office,  and the other was the compensation                                                               
2:28:08 PM                                                                                                                    
REPRESENTATIVE  TUCK surmised  that the  problems emerged  in the                                                               
latter  half of  2021 and  asked  whether the  press release  and                                                               
tweet were inconsistent with those she had issued prior.                                                                        
MR. SLOTTEE noted  that the press release had  been identified by                                                               
at least two of the trustees as a pivotal event.                                                                                
REPRESENTATIVE TUCK  asked whether  the Executive  Director would                                                               
have the  authority to discipline  or reward a CIO  after his/her                                                               
MR.  SLOTTEE  answered that  the  day-to-day  operations are  the                                                               
responsibility   of  the   Executive   Director,  including   the                                                               
selection of staff  and staff training.  The  duties also include                                                               
making  policy recommendations  and to  make recommendations  for                                                               
compensation  based on  the  board-approved compensation  policy.                                                               
He  offered  that the  selection  of  the  CIO position  and  the                                                               
board's  involvement   was  not  associated  with   a  governance                                                               
document but rather was a matter of practice.                                                                                   
REPRESENTATIVE TUCK  said that  there had been  one CIO  that had                                                               
left the  corporation with  no reason given  and asked  whether a                                                               
reason had ever been determined.                                                                                                
MR. SLOTTEE  stated that  the departure  of a  prior CIO  was not                                                               
within  the scope  of the  investigation.   He stated  that Chair                                                               
Richards had  expressed his concern  about the potential  to lose                                                               
the current CIO and had referred to  the loss of a prior CIO.  He                                                               
stated that it  was unknown why former APFC CIO  Russell Read had                                                               
chosen to  leave.  He  added that several trustees  had expressed                                                               
concerns regarding  the relationship  between Ms. Rodell  and the                                                               
current  CIO, Marcus  Frampton, and  they expressed  their desire                                                               
that he  remain with the corporation.   He added that  Ms. Rodell                                                               
had related her  experience with Mr. Frampton to  have started on                                                               
a "somewhat rocky" basis, but  that it had improved significantly                                                               
MR. TRICKEY  added that the  trustee with the longest  tenure was                                                               
Chair Richards, and Mr. Richards  had testified that Mr. Read had                                                               
departed  due  to  a strained  relationship  with  the  Executive                                                               
Director.    He stated  that  there  was  a perception  that  low                                                               
evaluation  scores indicated  a  potential for  the  loss of  top                                                               
investment staff.                                                                                                               
REPRESENTATIVE  TUCK asked  to confirm  that  the October  [2021]                                                               
board  meeting was  the one  at which  Ms. Rodell  had invited  a                                                               
facilitator, which Mr.  Slottee confirmed as true.   He noted his                                                               
prior experience  with facilitators aiding in  the development of                                                               
strategic plans, and  he asked if it was true  that a facilitator                                                               
had  been invited  to participate  with  no notice  given to  the                                                               
CHAIR VON  IMHOF directed the  committee to  refer to page  12 of                                                               
the  presentation   for  information  related  to   the  line  of                                                               
MR. SLOTTEE referred to the press  release from June 2021, and he                                                               
noted that some  trustees had cited it as a  significant event in                                                               
their evaluation  of Ms. Rodell.   He  explained that in  June of                                                               
2021,  the  deadline  for  a  state  budget  to  pass  without  a                                                               
government shutdown was approaching,  and a budget impasse raised                                                               
the potential for  a government shutdown.  On June  18, 2021, the                                                               
Executive  Director   issued  a  press  release   explaining  the                                                               
negative  consequences  that  a  shutdown would  have  on  APFC's                                                               
operations and  investments.  Mr.  Slottee stated that  the press                                                               
release  raised   the  possibility  that  APFC   staff  would  be                                                               
furloughed and  would not be  able to monitor  investments during                                                               
any shutdown.   Several trustees  testified that they  viewed the                                                               
press   release  as   overtly  and   improperly  political,   and                                                               
unnecessarily drew  APFC into  a dispute  with the  executive and                                                               
legislative branches.  He stated that  Ms. Rodell had not run the                                                               
press release by  the trustees prior to its issuance.   He stated                                                               
that Trustee Feige  testified that the press  release was "wildly                                                               
inappropriate,"  "absolutely out  of  bounds," and  that she  was                                                               
"absolutely furious."   He added  that Trustee Schutt  viewed the                                                               
press release as an empty and  inaccurate threat and "to use that                                                               
lever in  a public  debate was  a very poor  choice and  over the                                                               
line,"  and,  in his  view,  it  was  a "serious  problem,"  that                                                               
"undermined  the credibility  of the  fund, and  a decision  that                                                               
should  have  been cleared  in  advance  with  the board."    Mr.                                                               
Slottee  added  that Trustee  Moran  had  indicated that  no  one                                                               
expressed concerns to  him about the press  release until October                                                               
of that  year.   He stated that  Trustee Moran  acknowledged that                                                               
the press release was perceived by  some as a criticism of either                                                               
the legislature or  of the executive branch, but he  viewed it as                                                               
a statement  of the  issues.   He added  that Ms.  Rodell thought                                                               
that she had  the authority to issue press releases  such as this                                                               
one  in her  role  as the  spokesperson for  the  APFC under  the                                                               
Charter, and  that Ms.  Rodell and Trustee  Moran issued  a joint                                                               
letter  to  the administration  three  days  later regarding  the                                                               
potential impact  of a shutdown  at APFC  that had not  created a                                                               
similar objection  from other trustees.   He added that  the 2021                                                               
press release was like one that  had been issued by Ms. Rodell in                                                               
2:35:58 PM                                                                                                                    
MR. SLOTTEE related  that the other related event  was the August                                                               
20,  2021, Tweet.   He  stated that  this was  the second  public                                                               
statement  that  was  viewed  by  some of  the  trustees  as  too                                                               
political.    He stated  that,  on  that date,  Neil  Steininger,                                                               
Office of  Management &  Budget (OMB)  Director, was  providing a                                                               
budget presentation to the House  Finance Committee.  Mr. Slottee                                                               
stated that  Mr. Steinenger was  asked by the committee  what the                                                               
balance  of  the  Earnings  Reserve   Account  would  be  if  the                                                               
legislature adopted  the governor's proposed  appropriation bill,                                                               
which Mr.  Steininger did not  have readily available.   He noted                                                               
that  Ms.   Rodell  was  viewing  the   proceeding  remotely  and                                                               
published the  following Tweet: "As of  June 30th the ERA  has an                                                               
uncommitted  balance  of $9.3  billion  of  which the  Governor's                                                               
appropriation bill  would use $3  billion leaving the  balance of                                                               
$6.3 billion  for future appropriations."   The Tweet  included a                                                               
tag  to  the  akleg  Twitter  handle.   He  stated  that  Trustee                                                               
Richards   characterized   the    Tweet   as   "very   political,                                                               
unprofessional, backhanded critique of  the governor."  He stated                                                               
that  a  member  of  the governor's  staff,  Brandon  Brzezinski,                                                               
contacted  Commissioner Mahoney  to express  the administration's                                                               
displeasure with  the Tweet, which  Commissioner Mahoney  did not                                                               
find  to be  problematic,  and Commissioner  Mahoney had  trusted                                                               
that  the  numbers  in  the  Tweet were  correct.    Mr.  Slottee                                                               
explained   that   Commissioner    Mahoney   had   conveyed   the                                                               
administration's  displeasure  to   the  Executive  Director  and                                                               
advised  her to  be "mindful"  of  how public  statements may  be                                                               
perceived.  He stated that,  according to Ms. Rodell's deposition                                                               
testimony, Trustee Mahoney had contacted  Ms. Rodell on more than                                                               
one occasion and advised her to  "watch her back," and Ms. Rodell                                                               
had offered to tender her  resignation, which Trustee Mahoney had                                                               
responded as being not necessary.                                                                                               
2:37:44 PM                                                                                                                    
REPRESENTATIVE TUCK  asked whether [the trustees  took issue with                                                               
the  fact that]  she  Tweeted  or if  the  concern  was with  the                                                               
content of  the Tweet.  He  suggested that Ms. Rodell  was giving                                                               
information that had been requested.                                                                                            
MR.  SLOTTEE   answered  the   Trustee  Richards   had  questions                                                               
regarding the  accuracy of the  numbers and that  the calculation                                                               
of  the balance  had been  esoteric and  considered realized  and                                                               
unrealized  gains.     He   added  that   some  members   of  the                                                               
administration had  concerns with the numbers'  accuracy but that                                                               
was "not  the main focus of  their ire," and expressed  that they                                                               
viewed  the  Tweet as  APFC  inserting  itself into  a  political                                                               
REPRESENTATIVE TUCK asked whether  Trustee Mahoney had recognized                                                               
that the numbers were correct.                                                                                                  
MR. SLOTTEE answered  that no one had testified  that the numbers                                                               
had been inaccurate.                                                                                                            
REPRESENTATIVE TUCK  suggested that the board  should implement a                                                               
policy  that  the Executive  Director  not  be allowed  to  Tweet                                                               
because he  could not find where  the issue lie, and  it appeared                                                               
to be an issue with the fact that she Tweeted.                                                                                  
MR. TRICKEY surmised  that the trustees seemed to  find a problem                                                               
with  Ms.  Rodell  injecting  herself   when  she  had  not  been                                                               
requested to do so.  He  stated that the trustees held the belief                                                               
that the  Executive Director  should remain  scrupulously neutral                                                               
and  not  inject the  fund  nor  her  own position  into  debates                                                               
without having been requested to do  so.  He added that the Tweet                                                               
followed  the  recent press  release  that  was characterized  as                                                               
crossing the line  that had not been clearly drawn,  but that the                                                               
fund  had, as  a result,  been  injected more  directly into  the                                                               
budget process politics more than it need to be.                                                                                
2:40:39 PM                                                                                                                    
REPRESENTATIVE  JOSEPHSON stated  that,  when previous  shutdowns                                                               
had been  imminent, both the Dunleavy  and Walker administrations                                                               
had requested an  accounting of the ramifications.   He suggested                                                               
that  the  implications  would prompt  whoever  was  causing  the                                                               
impasse   to  "get   their  house   in  order"   to  avoid   such                                                               
consequences.    He added  that  the  APFC webpage  reflects  the                                                               
projected  realized  and  unrealized   gains  and  the  available                                                               
balance of the  Earnings Reserve Account, and that  Ms. Rodell is                                                               
requested to provide that information  each time she testifies to                                                               
the legislature.                                                                                                                
CHAIR  VON IMHOF  expressed her  view that  there appeared  to be                                                               
excessive  ire  placed  on  benign  documents  and  a  Tweet  and                                                               
rhetorically  asked whether  the board  was seeking  "a place  to                                                               
hang their hat."                                                                                                                
MR.  SLOTTEE  continued  explaining  that  several  trustees  had                                                               
expressed  that several  events which  had occurred  at the  2021                                                               
Kodiak  meeting  had influenced  the  decision  to terminate  Ms.                                                               
Rodell's  employment.     Several  trustees  recounted   a  tense                                                               
exchange between  the Executive  Director and Trustee  Mahoney at                                                               
that  meeting,   describing  Ms.   Rodell  as   having  "verbally                                                               
attacked"  Trustee  Mahoney  or  that she  had  "lashed  out"  at                                                               
Trustee Mahoney.   The Executive  Director acknowledged  that she                                                               
had contentious interactions with  Trustee Mahoney related to the                                                               
fiscal year 2023 budget proposal  at the 2021 annual meeting, and                                                               
that budget workshops had preceded it.   He said that an exchange                                                               
had occurred off  the record during a break.   He stated that Ms.                                                               
Rodell  had  denied  approaching Trustee  Mahoney  regarding  any                                                               
breach  of Trustee  Mahoney's fiduciary  duties,  and she  denied                                                               
having  engaged  in  conduct  that  could  have  been  reasonably                                                               
characterized as  an attack.  He  added that neither in  the 2021                                                               
annual meeting minutes,  nor the video recording  of that meeting                                                               
contain an  exchange between the  Executive Director  and Trustee                                                               
Mahoney that  could be reasonably  characterized as an  attack or                                                               
as lashing  out.  He added  that this fact does  not preclude the                                                               
fact  that the  exchange may  have  occurred off  the record,  or                                                               
perhaps  at a  different meeting  such as  at one  of the  budget                                                               
workshops.     He  added  that   there  exists  no   evidence  to                                                               
substantiate that such an exchange  occurred on the record at the                                                               
annual meeting.                                                                                                                 
MR. SLOTTEE noted  that another example that  Trustees pointed to                                                               
as  evidence  of a  disconnect  in  their relationship  with  the                                                               
Executive  Director  occurred  at  the  2021  annual  meeting  in                                                               
Kodiak.   The Executive Director invited  an executive leadership                                                               
coach  named Al  Bolea,  with whom  she had  worked  in 2019,  to                                                               
facilitate a discussion  with the Trustees at  that meeting about                                                               
creating alignment  between the  board's current  priorities, and                                                               
the  priorities  officially  adopted  in  the  board's  five-year                                                               
strategic plan and Strategic Planning  and Budgeting Policy.  The                                                               
Executive  Director  explained that  her  purpose  in inviting  a                                                               
facilitator was to tease out  the trustees' collective vision for                                                               
APFC going forward,  i.e.: whether they envisioned it  as a large                                                               
investment  management company,  or  something more  streamlined.                                                               
The Executive Director's plan to  have a third party facilitate a                                                               
public  discussion with  trustees  about the  alignment of  their                                                               
strategic  priorities caught  most of  the trustees  by surprise.                                                               
Although  the board  packet each  trustee received  prior to  the                                                               
meeting stated that  "Al Bolea will facilitate  a conversation of                                                               
creating  alignment   of  the  strategic  plan   priorities  with                                                               
Trustees,  APFC Staff,  and APFC  stakeholders," the  agenda item                                                               
for the discussion  stated only "ALIGNMENT OF  STRATEGIC PLAN" as                                                               
presented  by Angela  Rodell, CEO.   The  Executive Director  had                                                               
vetted the  idea with  then-Chair Moran,  but the  other trustees                                                               
were not aware of it.   He stated that several trustees testified                                                               
that they viewed Ms. Rodell's decision  to bring Mr. Bolea to the                                                               
Kodiak meeting without vetting the  idea with the whole board was                                                               
an  example of  Ms.  Rodell's reluctance  to meaningfully  engage                                                               
with the board  and it reflected a problem  with the relationship                                                               
between  the Executive  Director  and the  board,  such that  the                                                               
Executive  Director  had   felt  the  need  for   a  mediator  to                                                               
facilitate  a meaningful  discussion.   He added  that, when  the                                                               
meeting  reached  this  point  in   the  agenda,  Mr.  Bolea  was                                                               
introduced, several  of the trustees  questioned the  purpose for                                                               
which  he  was  there,  and  the  board  thanked  Mr.  Bolea  and                                                               
dismissed him, did not proceed with  the agenda item, and went on                                                               
to the  next agenda  item.   He noted  that several  trustees had                                                               
characterized  the  event  as  embarrassing,  and  Trustee  Feige                                                               
testified that it  was a "bright line event"  that influenced her                                                               
decision to terminate Ms. Rodell.                                                                                               
2:45:36 PM                                                                                                                    
CHAIR VON IMHOF asked to  confirm that then-Chair Moran was aware                                                               
of the mediator and, since it  was listed as an agenda item, that                                                               
he had approved it.                                                                                                             
MR. SLOTTEE answered yes.                                                                                                       
CHAIR VON  IMHOF asked  whether there was  any account  of either                                                               
Mr. Moran  or Ms. Rodell  defending the  decision to the  rest of                                                               
the board prior to terminating the mediator.                                                                                    
MR. SLOTTEE answered  that any such defense was  not reflected in                                                               
either the minutes or the video footage of the meeting.                                                                         
CHAIR VON  IMHOF asked  when the trustees  had received  the full                                                               
board packet including  the details of the mediator  prior to the                                                               
Kodiak meeting.                                                                                                                 
MR. SLOTTEE answered that he was  not aware how far in advance of                                                               
the meeting trustees had received the board packets.                                                                            
CHAIR VON  IMHOF asked  whether Mr. Slottee  had listened  to the                                                               
full  recording  of the  Kodiak  meeting,  to which  Mr.  Slottee                                                               
replied that he had listened to all three days of the meeting.                                                                  
CHAIR VON IMHOF asked Mr. Slottee  if he had observed anything of                                                               
significance  at that  meeting considering  the depositions  that                                                               
had been obtained.                                                                                                              
MR.  SLOTTEE  stated that  there  had  been a  budget  discussion                                                               
during  which  Ms.  Rodell  had  presented  the  budget,  Trustee                                                               
Mahoney moved  to reduce the  budget and the number  of personnel                                                               
in the  proposed budget  and remove  the additional  5 investment                                                               
and 2 administrative  staff.  He stated his  observation that the                                                               
discussions  and conduct  appeared  to be  professional, and  the                                                               
motion  was defeated.    He stated  that  other discussions  took                                                               
place during  the meeting regarding  different analyses  and risk                                                               
factors and,  other than an  "uncomfortable event"  pertaining to                                                               
the interaction  with Mr. Bolea, there  did not appear to  be any                                                               
exchange that could  be characterized as unprofessional  or as an                                                               
attack on anyone.                                                                                                               
CHAIR VON  IMHOF stated  that there  had been  concerns expressed                                                               
that Ms.  Rodell had not  been following the APFC  board's vision                                                               
and  asked   whether  the  board's   vision  is   articulated  in                                                               
resolutions passed by the board.                                                                                                
MR. SLOTTEE answered  yes, the board passes  resolutions, and the                                                               
executive   director   is   expected  to   advocate   for   those                                                               
resolutions.   He  noted that  Trustee Richards  had acknowledged                                                               
that Ms.  Rodell did advocate  for the resolutions of  the board.                                                               
He  stated that  the  "disconnect" between  the  "agenda" of  Ms.                                                               
Rodell and  the board  was never  clearly articulated  during the                                                               
deposition process.                                                                                                             
CHAIR  VON IMHOF  noted  that the  Legislative  Budget and  Audit                                                               
Committee had  reviewed all the  APFC's adopted  resolutions, and                                                               
she stated  that she  had not  observed any  public inconsistency                                                               
between  the resolutions  and the  behavior of  Ms. Rodell.   She                                                               
asked Mr. Slottee to confirm that  no link between the claim that                                                               
Ms. Rodell was not following  the resolutions passed by the board                                                               
had been identified during the  deposition process, and asked Mr.                                                               
Slottee to further explain.                                                                                                     
MR.  SLOTTEE  offered an  example  that  had been  identified  as                                                               
evidence of a disconnect between  the goals and objectives of the                                                               
board and those of Ms. Rodell  as the cost analysis of opening an                                                               
APFC office  in Anchorage.   He stated that the  5-year strategic                                                               
plan adopted  by the board  included a  feasibility investigation                                                               
by the  Executive Director.   He said  that Trustee  Richards had                                                               
stated that Ms. Rodell  "went out of her way to  make it appear a                                                               
little more expensive and throw a  little cold water on it."  Mr.                                                               
Slottee said that the Executive  Director had acknowledged in her                                                               
deposition that she  thought that opening an  office in Anchorage                                                               
was  a bad  idea and  would be  a waste  of APFC  resources.   He                                                               
related that she  had suggested that it would make  more sense to                                                               
open  an  office  in  locations  in which  the  fund  was  making                                                               
significant investments  such as New York,  Chicago, or Nashville                                                               
and  that having  two offices  in Alaska  "felt like  a waste  of                                                               
money."    He  noted  that  Ms. Rodell  testified  that  she  had                                                               
directed  her  staff to  prepare  a  cost analysis,  and  further                                                               
testified that  she had  told her staff  that she  disagreed with                                                               
opening an  Anchorage office.   She testified she did  not direct                                                               
staff to  structure the cost  analysis in such  a way to  make it                                                               
seem  more expensive  than  it really  was.   He  added that  she                                                               
reviewed  the analysis  and did  not  make any  changes prior  to                                                               
submitting it to the board.  He  stated that the board did not go                                                               
forward  in opening  an office  in Anchorage,  and that  no other                                                               
trustees  believed that  the Executive  Director had  manipulated                                                               
the   cost  analysis.     He   noted  that   no  other   evidence                                                               
substantiated that conclusion.                                                                                                  
2:51:23 PM                                                                                                                    
CHAIR VON  IMHOF asked whether the  board had the option  to hire                                                               
an  outside  real  estate  firm  to  provide  the  same  type  of                                                               
analysis.   She  postulated that  the cost  of two  offices would                                                               
include travel between and the management of the two offices.                                                                   
MR. SLOTTEE  confirmed Chair von  Imhof's statements  as correct.                                                               
He offered further  information that the perceived  tension was a                                                               
primary motivating factor in the  decision to terminate, based on                                                               
deposition  testimony.   He stated  that in  the 2021  evaluation                                                               
reports,  there  had  been  comments  such  as,  "The  Director's                                                               
relationship  with the  board is  soured," and  "Information that                                                               
comes to  the board  is controlled and  manipulated or  goals are                                                               
sometimes  ignored  or even  undermined."    He stated  that  the                                                               
allegations were not supported by  any actual examples of conduct                                                               
that the evaluator  viewed as problematic.  He  stated that, when                                                               
asked under  oath, few trustees  would endorse the idea  that the                                                               
Executive  Director tried  to manipulate  the board;  withhold or                                                               
control information;  or to pursue her  own agenda; nevertheless,                                                               
regardless of  its cause, tension between  the Executive Director                                                               
and certain Trustees was real.   That tension was observable even                                                               
to some  APFC staff,  who commented  that the  "CEO [is]  at odds                                                               
with  [the]  Board,"  the  "dynamic between  CEO  and  the  Board                                                               
appears difficult,"  and the  "Board needs  to empower  the CEO."                                                               
The  Executive Director  testified that,  while her  relationship                                                               
with Trustees improved in early  2020, by September 2021 "it felt                                                               
like it  all fell  apart" and "all  felt, starting  September 1st                                                               
[2021], to  go off the  rails[.]"   He added that,  most Trustees                                                               
agreed that, at  least by the time of her  evaluation in December                                                               
2021,  the  Executive  Director's   relationship  with  at  least                                                               
certain trustees  was strained,  and that strain  likely impacted                                                               
her relationship with the Board as a whole.                                                                                     
CHAIR  VON  IMHOF stated  her  observation  that there  had  been                                                               
assertions of conflict  but that no concrete  evidence other than                                                               
a  Tweet and  a press  release offered  as evidence.   She  asked                                                               
whether  it was  problematic that  a  person could  make such  an                                                               
assertion and yet "can't back it up."                                                                                           
MR. TRICKEY offered that, between  a corporate board of directors                                                               
and   its  executive   leadership,  the   relationship  will   be                                                               
inherently  impacted by  personal interactions.   He  stated that                                                               
the purpose of  the objective evaluation process  included in the                                                               
Charter  is to  remove personal,  subjective considerations  from                                                               
the evaluation process and to  provide a full, accurate, and fair                                                               
evaluation of performance.  He stated  that when such a policy is                                                               
not  followed,  there  is  a risk  that  influence  motivated  by                                                               
personal  subjective  interactions  may   occur  and  stated  his                                                               
viewpoint that this  is not good corporate governance.   He added                                                               
that it is  within the trustee's "gambit of authority"  to do so.                                                               
He stated  that, even  considering the  applied covenant  of good                                                               
faith and fair  dealing, in an employment  context, a personality                                                               
conflict  is a  justifiable reason  for terminating  an employee.                                                               
He  added that,  Trustee  Schutt  had stated  that  when a  CEO's                                                               
relationship  with a  board has  soured, regardless  of cause  or                                                               
fault, it is  sometimes in the best interest  of the organization                                                               
to  move  forward  in  a  new direction  rather  than  to  direct                                                               
resources and time to fix the relationship.                                                                                     
2:56:29 PM                                                                                                                    
CHAIR  VON  IMHOF  invited  the  committee  to  consider  how  to                                                               
SENATOR BISHOP  asked for  a professional  opinion from  the firm                                                               
whether  the APFC  board  had learned  lessons  going forward  to                                                               
create  a  good work  environment  and  whether the  board  would                                                               
continue to be subjective in its evaluation process.                                                                            
MR. TRICKEY  stated that  he held no  personal opinion  and would                                                               
base  his  response   on  the  facts  and   evidence  before  the                                                               
committee.  He suggested that  Senator Bishop's question could be                                                               
directed to the  trustees.  He stated that each  trustee had been                                                               
asked  whether there  was anything  that he/she  would have  done                                                               
differently.   He related that  the answer  was no, and  that the                                                               
breakdown of  the relationship was  "messy" and there was  no way                                                               
to work through it rather than  to decide to terminate.  He added                                                               
the caveat that  the depositions had been obtained  by lawyers in                                                               
a  somewhat adversarial  proceeding,  that the  trustees may  not                                                               
have considered their  answers in advance of  the proceeding, and                                                               
there  may have  existed some  defensiveness in  response to  the                                                               
question of what could have been done differently.                                                                              
SENATOR BISHOP stated his hope that  there is a plan and protocol                                                               
in place to hire the  "best-of-the-best" due to the importance of                                                               
the fund.                                                                                                                       
2:59:54 PM                                                                                                                    
The committee took an at-ease from 2:59 p.m. to 3:14 p.m.                                                                       
3:14:40 PM                                                                                                                    
REPRESENTATIVE  SPOHNHOLZ  asked  Mr.  Slottee  to  describe  the                                                               
timeline of the agenda items  including the budget discussion and                                                               
the mediator during the September 2021 board meeting.                                                                           
MR. SLOTTEE  answered that the budget  presentation was scheduled                                                               
for 10:30 a.m.  and the proposed strategic  planning session with                                                               
the mediator was scheduled for 1:00 p.m. on the same day.                                                                       
REPRESENTATIVE  SPOHNHOLZ recalled  that the  budget request  had                                                               
included an increase in staff  of 7 positions and that discussion                                                               
had occurred,  during which it  was proposed that the  APFC "feel                                                               
the  pain"  that  Alaskans  had  suffered  because  of  decreased                                                               
dividend payments.   She asked  whether such a  proposition would                                                               
be entirely at the discretion of the legislature.                                                                               
MR.  SLOTTEE  answered  that  the   budget  proposal  included  5                                                               
additional  investment  staff  and  2  additional  administrative                                                               
staff,  and  the  motion  was   made  to  reduce  the  number  of                                                               
additional requested  positions.  He acknowledged  that there was                                                               
an intention  that government  should be  cut "across  the board"                                                               
and that it  may not be appropriate to add  additional staff.  He                                                               
noted  that   the  motion  to  reduce   the  proposed  additional                                                               
positions was defeated and the budget was approved as presented.                                                                
3:16:54 PM                                                                                                                    
REPRESENTATIVE  JOSEPHSON asked  whether  the deposition  process                                                               
had  revealed any  differences of  opinion  regarding a  proposed                                                               
overdraw of  the fund.   He noted that  he had participated  in a                                                               
meeting with the then-Commissioner  of the Department of Revenue,                                                               
and it had been proposed  to request multiple billions of dollars                                                               
of overdraw that was referred to  as a "bridge" that could result                                                               
in net positive fiscal benefit to  the state into the 2030s based                                                               
on realized  gains and cuts  to agency  funding.  He  stated that                                                               
the  legislature  would  likely  be  allowed  by  the  courts  to                                                               
appropriate such an overdraw based  on the Wielechowski v. Alaska                                                             
ruling.   He expressed his  disbelief that a board  would reverse                                                               
its   position  in   an  arbitrary   and  capricious   manner  on                                                               
resolutions dating  as far back  as the late 1990s  that directed                                                               
that any  endowment structure should  be rules-based.   He stated                                                               
his belief that the issue that  was "infected" by politics and as                                                               
such had resulted in undercurrents based on these factors.                                                                      
MR. SLOTTEE  answered that  each of the  trustees had  been asked                                                               
during the  depositions whether the  governor's agenda  or issues                                                               
regarding draws from  the fund were a topic  of discussion during                                                               
the Executive Director's evaluation  process during the executive                                                               
session, and each denied, under oath,  that it had been raised or                                                               
MR. TRICKEY added that, at the  time of the executive session, it                                                               
was understood  that the session  was closed and private  and not                                                               
subject to  scrutiny.   He expressed that,  had that  matter been                                                               
discussed,  it  would  likely  have   been  revealed  during  the                                                               
deposition process of  the 6 trustees.  He added  that draws from                                                               
the fund  had not been identified  as a motivating factor  in the                                                               
decision to terminate the Executive Director.                                                                                   
3:21:08 PM                                                                                                                    
CHAIR  VON  IMHOF asked  whether  Commissioner  Mahoney hired  an                                                               
outside consultant  to offer  scenarios on  ad-hoc draws  and the                                                               
effect to  the fund in  2021.  She  noted that such  analysis had                                                               
been  presented during  Senate Finance  Committee hearings.   She                                                               
stated that  she had knowledge that  the board had hired  its own                                                               
consultant to provide analysis of ad-hoc draws.                                                                                 
MR.  SLOTTEE  answered  that  during   the  September  2021  APFC                                                               
meeting, there had been a  presentation that included analysis of                                                               
asset  reallocation and  rebalancing of  the fund  considering an                                                               
ad-hoc  draw.   He  recalled  that  discussions had  taken  place                                                               
questioning  the  methodology, timeline,  and  the  basis of  the                                                               
analysis, and that some trustees  had expressed their belief that                                                               
there was  an overstatement  of the  impact of such  a draw.   He                                                               
reiterated that the  issue of a draw was not  raised in testimony                                                               
as a reason for the decision to terminate.                                                                                      
CHAIR  VON  IMHOF  asked  whether   discussion  had  taken  place                                                               
regarding a  governor's cabinet member trustee  holding the vice-                                                               
chair  position,  as  the  primary  evaluator  of  the  Executive                                                               
Director's  performance  and  the  real  or  perceived  political                                                               
implications  of  such  an  appointment.   She  asked  whether  a                                                               
governor's cabinet  member appointee  had ever held  the position                                                               
of  vice-chair.   She noted  that  the 2021  evaluation had  been                                                               
found  to  have some  weaknesses  and  asked whether  the  firm's                                                               
consultant hired to review  the performance evaluation procedures                                                               
had considered the vice-chair's position.                                                                                       
MR.  SLOTTEE  offered  his   understanding  that  the  vice-chair                                                               
position had not influenced the  review of the evaluation policy.                                                               
He  stated   that  Ms.   Rodell  had   raised  concerns   that  a                                                               
commissioner appointee  had been  in the position  of vice-chair,                                                               
and it  was unknown whether  such an appointment had  occurred in                                                               
the past.                                                                                                                       
MR. TRICKEY added  that past practice had  been that commissioner                                                               
appointees were  not elected to  the position of  vice-chair, and                                                               
there had  been discussion at  the September Kodiak  meeting that                                                               
Ms. Rodell was  perceived to be interfering with  the election of                                                               
the vice-chair.  He stated  his recollection that no provision in                                                               
the  Charter or  bylaws would  preclude  such an  election [of  a                                                               
commissioner as vice-chair.]  He  stated that he had not directly                                                               
asked the  consultant whether there  being a commissioner  as the                                                               
vice-chair  had been  a factor  in its  review of  the evaluation                                                               
3:26:39 PM                                                                                                                    
REPRESENTATIVE JOSEPHSON referred to  an article published by the                                                               
news organization KTOO, authored  by Andrew Kitchenman on October                                                               
3,  2021,  in which  Ms.  Rodell  had  been interviewed  and  had                                                               
advocated   for  incentive   pay  for   investment  staff.     He                                                               
characterized  the timing  of the  article as  contextual to  the                                                               
evaluation and termination  of Ms. Rodell, and  that her advocacy                                                               
for  incentive pay  could be  construed  to be  her advocacy  for                                                               
employee retention.  He noted  that Ms. Mahoney opposed incentive                                                               
pay,  based  on dividends  having  been  paid  at less  than  the                                                               
statutory  formula.   He  noted that  the  article addressed  the                                                               
proposed overdraw of  the fund, its effect on  future budgets and                                                               
dividends,  and  concerns  among  lawmakers  that  a  draw  could                                                               
threaten the future  of the fund.  He stated  that the context of                                                               
Ms. Rodell's  termination was captured  in the  article published                                                               
two  months prior  to her  termination and  consisted of  matters                                                               
regarding employee  pay and the size  of the dividend.   He asked                                                               
whether  the investigation  had revealed  facts related  to those                                                               
MR.  SLOTTEE   answered  that   the  matter   of  incentive-based                                                               
compensation  had   been  brought  up  by   trustees  during  the                                                               
deposition process.   He explained the budget is  prepared by the                                                               
Executive  Director,  presented  to the  trustees  for  approval,                                                               
submitted to the  governor's office for review  and approval, and                                                               
submitted to the  legislature for review and final  approval.  He                                                               
stated that the budget included  incentive compensation, and that                                                               
the  budgeted amount  for incentive  compensation  was less  than                                                               
what employees would have otherwise  been entitled to.  He stated                                                               
that Ms.  Rodell related  that this had  caused tension  with the                                                               
investment staff  and was further  evidenced in  survey comments.                                                               
He  noted that  the  process requiring  the additional  approvals                                                               
rendered the process out of the  control of Ms. Rodell.  He noted                                                               
that discussions had taken place  as to whether operational staff                                                               
would  be  included  in  the  incentive  compensation,  which  he                                                               
characterized as  having caused  additional tension  among staff.                                                               
He  stated  that  Trustee  Richards had  been  asked  to  provide                                                               
instances of  conduct by Ms. Rodell  in 2021, and he  quoted from                                                               
the testimony  from Trustee  Richards entitled,  "Richards, Craig                                                               
6.22.22.PDF," [included  in the committee packet,]  which read as                                                               
follows [original punctuation provided]:                                                                                        
     I,  based on  my conversation  with Trustee  Moran, was                                                                    
     left with  the impression thatMs.  Rodell  was meddling                                                                    
     with the  officer appointments for?the board,  which is                                                                    
     a big no-no.                                                                                                               
     What do you mean by "meddling"?                                                                                            
     She was  trying to  keep Commissioner Mahoney  off from                                                                    
     being vice chair was the impression I was left with.                                                                       
     And how was she doing that?                                                                                                
     Through Trustee  Moran.? He asked  to meet with  me the                                                                    
     second  day.?  He  and  I  went  out  to  dinner.?  And                                                                    
     he?asked to meet with me  early in the morning the next                                                                    
     day.? ?And  he didn't tell me  what it was about,  so I                                                                    
     showed up to?the meeting 15  minutes early to meet with                                                                    
     him.? And  he ?expressed  something to the  effect that                                                                    
     he  had a?conversation  with Angela  and, you  know, he                                                                    
     was   concerned?because   the   --   the   commissioner                                                                    
     positions,  you know,  shouldn't hold  the chairmanship                                                                    
     or   the   vice   chairmanship?and  maybe   it   wasn't                                                                    
     appropriate  to  have   Commissioner  Mahoney  be  vice                                                                    
     chair.     And  I  remember  expressing   to  him  that                                                                    
     I?disagreed with that as  a historical observation, and                                                                    
     I didn't think  it was an appropriate thing  for her to                                                                    
     be?involved in.                                                                                                            
MR. SLOTTEE cited this as  the testimony related to the objection                                                               
by Ms. Rodell  to the election of Ms. Mahoney  to the position of                                                               
3:32:25 PM                                                                                                                    
MR.  TRICKEY added  that Representative  Josephson had  raised an                                                               
important  matter,  that of  the  conflict  between a  governor's                                                               
cabinet  member as  trustee, the  governor's  agenda including  a                                                               
proposed  draw, and  the board's  position in  opposition to  the                                                               
draw.   He allowed that  such a position  was a difficult  one in                                                               
which to be placed.   He added that each non-commissioner trustee                                                               
was asked whether they had  received any statements, comments, or                                                               
actions by  the commissioner trustees that  indicated advocacy of                                                               
the governor's  agenda in their  role as trustees, to  which they                                                               
answered that they had not.   He added that it had been concluded                                                               
that even  non-commissioner trustees  had placed  their fiduciary                                                               
duties  paramount  to  political   loyalties  or  obligations  to                                                               
advocate for the governor.                                                                                                      
REPRESENTATIVE  JOSEPHSON  opined  that  APFC  board  reform  was                                                               
necessary  to  resolve   the  conflict  that  may   arise  for  a                                                               
commissioner trustee.   He  stated that this  problem is  that of                                                               
the  legislature  and the  state.    He  noted that  there  exist                                                               
constitutional  considerations  including  separation  of  powers                                                               
that  would  need  to  be   considered  when  contemplating  such                                                               
3:35:17 PM                                                                                                                    
REPRESENTATIVE TUCK  asked for confirmation  that Ms.  Rodell had                                                               
been the Commissioner of the  Department of Revenue [prior to her                                                               
role as  Executive Director] and  would have been  a commissioner                                                               
trustee and  would have  knowledge of  the historical  trends and                                                               
traditions  regarding a  commissioner  trustee  serving as  vice-                                                               
MR.  TRICKEY  answered  yes,  absolutely   she  would  have  that                                                               
SENATOR BISHOP  echoed Representative  Tuck's question  and added                                                               
that it  was possible  that Ms. Rodell  may have  been advocating                                                               
for Commissioner Mahoney's best interest.                                                                                       
3:36:07 PM                                                                                                                    
CHAIR  VON   IMHOF  directed  the   testifiers  to   present  the                                                               
conclusions beginning on page 64 of  the report to be followed by                                                               
an invitation to committee members to offer closing statements.                                                                 
MR. SLOTTEE  noted that the  firm had produced a  65-page, single                                                               
spaced report  which includes  more detail  of events,  and which                                                               
included  citations.    He  expressed  the  hope  that  committee                                                               
members  will  find  the  report to  be  comprehensive  and  that                                                               
questions which  may arise should  be answered within  the report                                                               
and  among its  supporting  documents.   He  then summarized  the                                                               
conclusive points  based on factual  evidence, beginning  on page                                                               
64 of the report entitled,  "Schwabe Williamson & Wyatt Report to                                                               
Legislative  Council 9-28-22  PUBLIC REPORT.pdf,"  which read  as                                                               
follows [original punctuation provided]:                                                                                        
     1.  Trustees did  not follow  the APFC  Charter in  all                                                                    
     material respects  with regard  to their  evaluation of                                                                    
     the  Executive Director.  The Trustees  did not  use an                                                                    
     evaluation   instrument  or   process  to   assess  the                                                                    
     Executive  Director's performance  that was  consistent                                                                    
     with  the  Executive  Director  Performance  Evaluation                                                                    
     2.   Trustees   lost   confidence  in   the   Executive                                                                    
     Director's   leadership  and   her  relationship   with                                                                    
     several  Trustees  was  strained.  There  were  several                                                                    
     incidents  that Trustees  testified  about that  eroded                                                                    
     their confidence and trust  in the Executive Director's                                                                    
     leadership.  The cumulative  effect of  these incidents                                                                    
     motivated  the  decision  to  terminate  the  Executive                                                                    
     Director,   even  though   these  incidents   were  not                                                                    
     directly addressed through  the evaluation process. The                                                                    
     majority of  Trustees were concerned  that the  lack of                                                                    
     improvement in  the relationship between  the Executive                                                                    
     Director  and   the  investment  team  would   lead  to                                                                    
     investment team departures.                                                                                                
     3. Collectively, the reasons  expressed by the Trustees                                                                    
     for their decision to  terminate the Executive Director                                                                    
     supported  the termination  as a  matter of  employment                                                                    
     law,  in  that  they  were  a  valid  exercise  of  the                                                                    
     Trustees'  ability  to  terminate an  at-will  employee                                                                    
     such as Ms.  Rodell. A loss of confidence  in the chief                                                                    
     executive  of an  organization such  as the  APFC is  a                                                                    
     sufficient  legal  reason  under  the  legal  standards                                                                    
     applicable to at-will employment in Alaska.                                                                                
     4.  APFC's  structure  and importance  as  the  primary                                                                    
     source of  funding for general government  services and                                                                    
     payment  of  dividends  inevitably drew  the  Executive                                                                    
     Director  into political  discussions and  debates. The                                                                    
     Executive  Director,  as the  designated  spokesperson,                                                                    
     took   actions  and   made  statements   that  Trustees                                                                    
     perceived   as  being   "political"  and   advancing  a                                                                    
     personal "agenda".                                                                                                         
     5.   There  was   no   direct   evidence  or   credible                                                                    
     circumstantial  evidence  that  the  Governor  knew  in                                                                    
     advance   that   the   Executive  Director   would   be                                                                    
     terminated.  There  is   no  direct  or  circumstantial                                                                    
     evidence  that the  Governor directed  the Trustees  to                                                                    
     terminate the Executive Director.                                                                                          
     6. Trustees  did express a concern  about the political                                                                    
     impact  of  certain  actions   and  statements  by  the                                                                    
     Executive Director.  These concerns  were a  factor the                                                                    
     Trustees   considered   in    the   executive   session                                                                    
     discussions  that  lead  to the  termination  decision.                                                                    
     These concerns  did not rise  to the level  of politics                                                                    
     being a  substantial motivating factor in  the decision                                                                    
     to   terminate,  but   did  undermine   the  confidence                                                                    
     Trustees  had in  the Executive  Director's ability  to                                                                    
     continue as Executive Director.                                                                                            
     7.  In   order  to  prevent  political   concerns  from                                                                    
     becoming   a  factor   in   evaluating  the   Executive                                                                    
     Director's performance,  the APFC would be  best served                                                                    
     if Trustees  use an evaluation  tool or  instrument and                                                                    
     process that  takes politics out  of the  equation. The                                                                    
     Charter   provisions   on  evaluating   the   Executive                                                                    
     Director and the process  for conducting the evaluation                                                                    
     would  reduce  or   possibly  eliminate  the  political                                                                    
     influence   in  evaluating   the  performance   of  the                                                                    
     Executive Director,  if followed  by the  Trustees. The                                                                    
     stability  and independence  of  the Fund  can only  be                                                                    
     protected  by insulating  the  Executive Director  from                                                                    
     political  pressures  and  political  repercussions  of                                                                    
     doing the job.                                                                                                             
MR. SLOTTEE offered that he would  add as an addendum to the                                                                    
conclusions  that the  Executive  Director  would be  better                                                                    
served by  the trustees  if they  would give  him/her clear,                                                                    
objective performance  metrics each year and  make clear the                                                                    
expectations  of the  performance and  goals for  the coming                                                                    
year,  rather than  the subjective,  ad-hoc method  that was                                                                    
used from 2016-2021.                                                                                                            
3:40:00 PM                                                                                                                    
REPRESENTATIVE  FOSTER stated  that he  would take  some time  to                                                               
reflect  on the  report and  its findings.   He  stated that  the                                                               
Tweet being one  of many factors that led to  the termination was                                                               
evidence of the  tenuous balance and the  potential for breakdown                                                               
of  the  relationship  between the  Executive  Director  and  the                                                               
board.  He  stated his wish that there had  been better adherence                                                               
to the Charter.   He rhetorically asked,  regarding conclusion 7,                                                               
"where do  we go  from here?"   He acknowledged  that it  was the                                                               
responsibility of the  board to improve its  internal systems and                                                               
offered that  the legislature may  have a role in  developing and                                                               
implementing improvement.                                                                                                       
REPRESENTATIVE  JOSEPHSON   shared  his  recollection   of  Chair                                                               
Richard's  apparent  dismay  at  having been  called  to  testify                                                               
before the Legislative  Budget and Audit Committee  in January of                                                               
2022 regarding the  termination.  He noted that  the month prior,                                                               
Ms.  Rodell had  been selected  as the  presiding officer  at the                                                               
International Forum  of Sovereign Wealth Funds  (ISFWF), and that                                                               
she was well-respected by a  group of bipartisan legislators.  He                                                               
noted that  she had initially come  to Juneau as a  member of the                                                               
Parnell Administration  and continued  public service  during the                                                               
Walker Administration.   He allowed  that a  personality conflict                                                               
such  as  has been  found  to  exist  should  not be  allowed  to                                                               
continue  indefinitely,  comparing  such   a  relationship  to  a                                                               
marriage  that had  soured.    He stated  that  the October  2021                                                               
article published by KTOO was  a public airing of the differences                                                               
between the Executive Director and  Commissioner Mahoney and that                                                               
it was indicative of an  unhealthy relationship.  He opined, with                                                               
all  due respect  to the  legal conclusion  offered by  the firm,                                                               
that the state  would be obligated to pay a  settlement, should a                                                               
case be  brought challenging the  termination.  He  expressed his                                                               
main concern  to be that  of an apparent "infection"  of politics                                                               
among the  trustees, with the  caveat that  he did not  intend to                                                               
disparage any  of them.  He  stated that in October  of 2021, the                                                               
administration was seeking  a $3 billion draw from  the fund, and                                                               
he described Ms.  Rodell as not being an acolyte  to that policy.                                                               
He  suggested  that  this  type of  situation  had  not  occurred                                                               
frequently with the APFC in the  past.  He expressed gratitude to                                                               
the firm and its counsel for  providing a factual based report as                                                               
requested.   He  suggested that  the  need exists  to reform  the                                                               
appointment of the members of  the board to optimally isolate the                                                               
members from this type of situation.                                                                                            
3:45:49 PM                                                                                                                    
REPRESENTATIVE SPOHNHOLZ  stated that the report  had revealed no                                                               
explicit  evidence of  interference by  the administration.   She                                                               
stated that  there is  inherent tension for  two of  the trustees                                                               
who have  "two masters" and that  may conflict with the  goals of                                                               
the  fund itself.   She  stated that  it would  be worthwhile  to                                                               
restructure  the  way that  trustees  are  appointed due  to  the                                                               
strategic importance of  the fund to the state.   She referred to                                                               
page  2  of  the  report  and  the  evaluation  criteria  of  the                                                               
Executive Director  as listed in  the Charter and  suggested that                                                               
there  was no  clear measure  of success  to the  criteria.   She                                                               
observed  that  there  exists  an  inherent  challenge  when  the                                                               
Executive Director  is not  acknowledged for  the success  of the                                                               
organization as  a whole.   She  stated that  there had  not been                                                               
consistent management  nor clearly  stated expectations  and that                                                               
complexities   among   the   reporting  structures   within   the                                                               
corporation  require reform.    She  characterized the  situation                                                               
that had  occurred as  inevitable.   She suggested  that, without                                                               
reform, there  exists further risk  of political  conflict within                                                               
the fund.                                                                                                                       
3:50:04 PM                                                                                                                    
REPRESENTATIVE TUCK thanked the  firm for its complete, thorough,                                                               
and  objective   investigation  and  report.     He  opined  that                                                               
personality had played a larger  role than performance had in the                                                               
situation.    He suggested  that  certain  things may  have  been                                                               
prevented or  mitigated.  He  suggested that the  short timeframe                                                               
of  the   events  leading  to   the  termination   indicated  the                                                               
termination may have been based  on misunderstandings.  He stated                                                               
that what had  occurred was a detriment to the  APFC and that Ms.                                                               
Rodell  was  renowned  and  well-respected   based  on  both  the                                                               
performance  of  the  fund and  on  her  individual  performance,                                                               
worldwide.   He opined that  the conclusions were  not adequately                                                               
substantiated,  such as,  "These  concerns did  not  rise to  the                                                               
level of  politics being a  substantial motivating factor  in the                                                               
decision to terminate,"  yet there was a  perception that certain                                                               
things were political  in nature.  He stated that  he had learned                                                               
during the meeting that any  employer could effectively terminate                                                               
an at-will employee  at any level in the  organization by issuing                                                               
a statement  of lack of  confidence or  a statement of  change in                                                               
direction,   as   either   would    protect   and   justify   the                                                               
organization's decision.   He stated that he did  not believe the                                                               
termination to  be justified.   He stated that he  understood the                                                               
rationale of  bringing a facilitator to  bring clarification when                                                               
expectations  are  not  clearly  understood.    He  allowed  that                                                               
bringing such  a facilitator without  the prior knowledge  of the                                                               
board had been  risky but could be characterized  as "an innocent                                                               
mistake."   He  stated  that  there had  been  difficulty in  the                                                               
legislature  in  determining the  fund's  role  in funding  state                                                               
government, and the implications  to the Earnings Reserve Account                                                               
over the prior 6  years, and he stated that a  press release or a                                                               
Tweet  being haphazardly  used as  justification for  termination                                                               
was disproportionate.  He encouraged  the board to follow its own                                                               
policies  in  the  future  to  promote  efficient  and  effective                                                               
REPRESENTATIVE TUCK  expressed his  surprise to the  board's lack                                                               
of recognition of the role  and responsibility of the Legislative                                                               
Budget and  Audit Committee as the  statutory oversight authority                                                               
of  the board.    He added  that the  auditing  authority of  the                                                               
committee is  protected by  the constitution.   He  commended the                                                               
committee and  its leadership  for investigating  the termination                                                               
and suggested that  a failure to do so would  be a dereliction of                                                               
the  duty of  the  committee.   He expressed  his  hope that  the                                                               
investigation is found  to be as helpful to the  board and to the                                                               
public as it had been for him.                                                                                                  
3:55:48 PM                                                                                                                    
CHAIR  VON  IMHOF expressed  her  appreciation  of the  firm  and                                                               
complimented  the report  as fair,  thorough, and  comprehensive.                                                               
She suggested that  it would be imperative to the  benefit of the                                                               
state  that the  APFC board  remain professional,  contemplative,                                                               
fair, and  transparent and opined  that the board had  acted with                                                               
impulsivity  and haste  in December  of  2021.   She stated  that                                                               
firing an executive  director in the absence of a  backup plan or                                                               
transition plan lacked  wisdom.  She stated that the  fund is one                                                               
of the  largest in the  world and  provides 60-70 percent  of the                                                               
state's  revenue  and  the  board   should  be  professional  and                                                               
consistent.   She noted that there  had been a turnover  of three                                                               
members of  the board over the  prior year, half the  board.  She                                                               
stated  that  the  CEO  evaluation   process  needs  to  be  more                                                               
consistent,  robust,  and  thorough.    She  suggested  that  the                                                               
Executive  Director's evaluation  should  be  brought before  the                                                               
Legislative  Budget and  Audit Committee  annually  to allow  for                                                               
oversight of the board and an evaluation of its performance.                                                                    
CHAIR VON  IMHOF stated that  there had been potential  reform of                                                               
the board appointment process and  structure suggested by some of                                                               
the  committee members.   She  offered  specific suggestions  for                                                               
reform, as follows:                                                                                                             
        Through new  legislation,  potentially,  I think  we                                                                    
        should expand the board  to 7 seats.   Let's have an                                                                    
        odd number.  We  should have 5-year terms  versus 4-                                                                    
        year terms.   This makes  it outside  the governor's                                                                    
        term as a 4-year  term.  We should  have two, 5-year                                                                    
        terms.  All future  board seats should  be confirmed                                                                    
        by the legislature.  That way,  the people of Alaska                                                                    
        can weigh in.  I suggest that two of the seven board                                                                    
        members should  be  out-of-state seats.    We are  a                                                                    
        globally invested, very large fund.   We should look                                                                    
        to   see   out-of-state   people    with   different                                                                    
        perspectives and different backgrounds  since we are                                                                    
        a globally  invested fund.   The  governor gets  one                                                                    
        selected seat,  not two.   The  governor can  choose                                                                    
        anyone from his/her cabinet, it does not necessarily                                                                    
        have to be the  Commissioner of [the  Department of]                                                                    
        Revenue or the [Department of Natural Resources] DNR                                                                    
        Commissioner.   These  are  just suggestions.    The                                                                    
        evaluation, again,  of the  CEO should  be a  public                                                                    
        process.  The board should evaluate themselves.  Are                                                                    
        they following their own  processes?  And  lastly, I                                                                    
        don't  think  the  vice-chair  should  ever  be  the                                                                    
        governor's appointee,  or, excuse  me, a  governor's                                                                    
        employee.  That would be changed  with the bylaws or                                                                    
        a statute.   Those  are my  suggestions.   Hopefully                                                                    
        something that has come out of this process.                                                                            
4:00:19 PM                                                                                                                    
There being no further business before the committee, the                                                                       
Legislative Budget and Audit Committee meeting was adjourned at                                                                 
4:00 p.m.                                                                                                                       

Document Name Date/Time Subjects
Schwabe Williamson & Wyatt Report to Legislative Council 9-28-22 PUBLIC REPORT.pdf JBUD 9/28/2022 1:00:00 PM
Schwabe Williamson & Wyatt Powerpoint Presentation to LBA Committee 9-28-22.pptx JBUD 9/28/2022 1:00:00 PM
Schwabe Press Release.pdf JBUD 9/28/2022 1:00:00 PM
Press release
EXH 1.pdf JBUD 9/28/2022 1:00:00 PM
EXH 2.pdf JBUD 9/28/2022 1:00:00 PM
EXH 3.pdf JBUD 9/28/2022 1:00:00 PM
EXH 4.pdf JBUD 9/28/2022 1:00:00 PM
EXH 5.pdf JBUD 9/28/2022 1:00:00 PM
EXH 6.pdf JBUD 9/28/2022 1:00:00 PM
EXH 7.pdf JBUD 9/28/2022 1:00:00 PM
EXH 8.pdf JBUD 9/28/2022 1:00:00 PM
EXH 9.pdf JBUD 9/28/2022 1:00:00 PM
EXH 10.pdf JBUD 9/28/2022 1:00:00 PM
EXH 11.pdf JBUD 9/28/2022 1:00:00 PM
EXH 12.pdf JBUD 9/28/2022 1:00:00 PM
EXH 13.pdf JBUD 9/28/2022 1:00:00 PM
EXH 14.pdf JBUD 9/28/2022 1:00:00 PM
EXH 15.pdf JBUD 9/28/2022 1:00:00 PM
EXH 16.pdf JBUD 9/28/2022 1:00:00 PM
EXH 17.pdf JBUD 9/28/2022 1:00:00 PM
EXH 18.pdf JBUD 9/28/2022 1:00:00 PM
EXH 19.pdf JBUD 9/28/2022 1:00:00 PM
EXH 20.pdf JBUD 9/28/2022 1:00:00 PM
EXH 21.pdf JBUD 9/28/2022 1:00:00 PM
EXH 22.pdf JBUD 9/28/2022 1:00:00 PM
EXH 23.pdf JBUD 9/28/2022 1:00:00 PM
EXH 24.pdf JBUD 9/28/2022 1:00:00 PM
EXH 25.pdf JBUD 9/28/2022 1:00:00 PM
EXH 26.pdf JBUD 9/28/2022 1:00:00 PM
EXH 27.pdf JBUD 9/28/2022 1:00:00 PM
EXH 28.pdf JBUD 9/28/2022 1:00:00 PM
EXH 29.pdf JBUD 9/28/2022 1:00:00 PM
EXH 30.pdf JBUD 9/28/2022 1:00:00 PM
EXH 31.pdf JBUD 9/28/2022 1:00:00 PM
EXH 32.pdf JBUD 9/28/2022 1:00:00 PM
EXH 33.pdf JBUD 9/28/2022 1:00:00 PM
EXH 34.pdf JBUD 9/28/2022 1:00:00 PM
Moran, William 6.16.22.PDF JBUD 9/28/2022 1:00:00 PM
Feige, Corri 6.17.22.PDF JBUD 9/28/2022 1:00:00 PM
Richards, Craig 6.22.22.PDF JBUD 9/28/2022 1:00:00 PM
Rieger, Steven 6.16.22.PDF JBUD 9/28/2022 1:00:00 PM
Rodell, Angela 8.25.22.PDF JBUD 9/28/2022 1:00:00 PM
Schutt, Ethan 6.15.22.PDF JBUD 9/28/2022 1:00:00 PM
Mahoney, Lucinda 6.14.22.PDF JBUD 9/28/2022 1:00:00 PM