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PSERB Resolution 2022-01
Re: Appointment of Interim Executive Director
January 5, 2022
RESOLVED, that the Public School Employees’ Retirement Board hereby appoints Terri Sanchez
as Interim Executive Director, as an emergency return to service annuitant, at the same salary as
the prior Executive Director, pending appropriate approvals.
The Interim Executive Director, who is appointed by and serves at the pleasure of the Board,
shall report to the Board.
The Interim Executive Director shall be eligible for consideration to be the permanent Executive
Director.
PSERB Resolution 2022-02
Re: Second Three-Month Renewal with Verus Advisory, Inc.
January 13, 2022
RESOLVED, that, pursuant to paragraph 1.2 of the contract with Verus Advisory, Inc. dated May 5, 2021 (“Contract”), the Public School Employees Retirement Board authorizes staff of the Public School Employees’ Retirement System to enter into the second optional renewal for a term of three (3) months. The terms and conditions of the second renewal shall be in accordance with the existing terms of the Contract.
PSERB Resolution 2022-03
Re: Keystone Partners, L.P.
January 13, 2022
RESOLVED, that the Public School Employees' Retirement Board (the "Board") hereby accepts the recommendation of James F. Del Gaudio, Senior Portfolio Manager, dated April 26, 2021 and updated as of November 17, 2021, and Aksia, dated April 30, 2021, to invest an amount not to exceed $250 million plus reasonable normal investment expenses, in Keystone Partners, L.P. (and/or related investment vehicles). The final terms and conditions of the investment must be satisfactory to the Investment Office, the Office of Chief Counsel, and the Office of Executive Director, as evidenced either by the appropriate signatures on, or by a memo to that effect appended to, the implementing investment contract.
PSERB Resolution 2022-04
Re: Clearlake Capital Partners Fund VII, L.P.
January 13, 2022
RESOLVED, that the Public School Employees’ Retirement Board (the “Board”) hereby invests an amount not to exceed $100 million, plus reasonable normal investment expenses, to Clearlake Capital Partners Fund VII, L.P., (and/or related investment vehicles), in accordance with the recommendation of Darren C. Foreman, Director, Private Equity and G. Anthony Meadows, Portfolio Manager, dated December 23, 2021 and Hamilton Lane, dated October 15, 2021. The final terms and conditions of the investment must be satisfactory to the Investment Office, the Office of Chief Counsel, and the Office of Executive Director, as evidenced either by the appropriate signatures on, or by a memo to that effect appended to, the implementing investment contract.
PSERB Resolution 2022-05
Re: LEM Multifamily Fund VI, LP
January 13, 2022
RESOLVED, that the Public School Employees' Retirement Board (the "Board") hereby invests an amount not to exceed $100 million, plus reasonable normal investment expenses, to LEM Multifamily Fund VI, L.P., (and/or related investment vehicles), in accordance with the recommendation of William P. Stalter, Senior Portfolio Manager, and Jarrett B. Richards, Intermediate Investment Professional, dated May 8, 2021, and updated December 15, 2021, and Hamilton Lane, dated March 25, 2021, and confirmed on November 19, 2021. The final terms and conditions of the investment must be satisfactory to the Investment Office, the Office of Chief Counsel, and the Office of Executive Director, as evidenced either by the appropriate signatures on, or by a memo to that effect appended to, the implementing investment contract.
PSERB Resolution 2022-06
Re: Engagement of Search Consulting Firms
January 13, 2022
RESOLVED, that the Public School Employees' Retirement Board (the "Board"), having determined that circumstances exist to warrant an emergency procurement of a search consulting firm to provide candidates for the positions of Executive Director, Chief Investment Officer, and Chief Counsel, as well as conduct a salary compensation study for each of these positions, having considered multiple vendors and at least four(4) written proposals, hereby authorizes and directs the Office of Chief Counsel to engage Hudepohl and Associates for such purposes, subject to successful contract negotiations.
Upon selection and engagement, Hudepohl and Associates shall report directly to the full Board on all matters within the scope of work.
PSERB Resolution 2022-07
Re: PSERS RFP 2021-3 Securities Litigation Consultant
January 13, 2022
RESOLVED, that the Public School Employees' Retirement Board, in accordance with the recommendation of the Securities Litigation Consultant Evaluation Committee, hereby retains Reinhart Boerner Van Deuren as the Securities Litigation Consultant for a contract term not to exceed five years. The final terms and conditions of the contract must be satisfactory to the Investment Office, the Office of Chief Counsel, and the Office of Executive Director, as evidenced either by the appropriate signatures on, or by a memo to that effect appended to, the implementing investment contract.
PSERB Resolution 2022-08Re: Issuance of the Womble Bond Report Concerning the Investigation of the Shared Risk Calculation and the Harrisburg Real Estate
January 31, 2022
WHEREAS, pursuant to Resolution 2021-11 (A/C), the Audit/Compliance Committee of the Public School Employees' Retirement Board (the "Board") authorized the engagement of Womble Bond Dickinson ("Womble Bond") to conduct a special independent investigation surrounding the circumstances of the misstatement of the 9-year investment performance used for the shared risk calculation in December 2020 (the "Shared Risk Calculation");
WHEREAS, pursuant to Resolution 2021-27 (A/C), the Public School Employees' Retirement Board (the "Board") expanded the scope of the special independent investigation to be conducted by Womble Bond, to include facts and circumstances surrounding the purchase and valuation of the following properties in Harrisburg, Pennsylvania by PSERS: 1) former Harrisburg, Patriot News facilities on Market, Ninth and Tenth Streets; 2) former Department of General Services Building on Market Street; 3) three additional Tenth Street Parcels; 4) 1000 Market Street; and 5) the use in 2019 of $5 Million for these purchases (collectively the "Harrisburg Real Estate");
WHEREAS, Womble Bond has submitted its written report dated January 31, 2022 on its investigation of the Shared Risk Calculation and the Harrisburg Real Estate (the "Report");
RESOLVED, that the Board hereby authorizes the public issuance of the Womble Bond Report, including all of its appendices, with exhibits to follow, by posting the Report on its website at the conclusion of the meeting.
PSERB Resolution 2022-09
Re: Cyber Insurance Renewal
February 24, 2022
RESOLVED, that the Public School Employees' Retirement Board (the "Board") hereby approves the renewal of cyber insurance through Lockton Insurance, an insurance broker, with an aggregate insurance limit and retention within ranges as outlined in the Lockton Cyber insurance proposal. The final terms and conditions of the insurance policy must be satisfactory to the Office of Chief Counsel, Chief Information Security Officer, and the Office of the Executive Director.
PSERB Resolution 2022-10
Re: Legal Services Contract - Stradley Ronon, LLP
February 24, 2022
RESOLVED, that, the Public School Employees' Retirement Board (Board) hereby retains the law firm of Stradley Ronon, LLP to serve as one of its indemnification counsel, pursuant to Section 7.1(b) of the PSERS Board Bylaws, with a contract term of March 1, 2022 through June 30, 2022.
PSERB Resolution 2022-11
Re: Legal Services Contract - Blank Rome, LLP
February 24, 2022
RESOLVED, that, the Public School Employees' Retirement Board (Board) hereby retains the law firm of Blank Rome, LLP to represent the Board and the Public School Employees’ Retirement System (PSERS) in matters relating to a subpoena issued to PSERS in the case of Steinke v. AON, Hamilton Lane, and 812 Market, Inc., and any collateral issues related thereto.
PSERB Resolution 2022-12
Re: Divestment of Russian and Belarus Investment Holdings
March 3, 2022
RESOLVED, that the Public School Employees' Retirement Board hereby authorizes the Interim Chief Investment Officer to take all necessary action to divest PSERS from investments in Russia and Belarus as expeditiously as possible, consistent with the Board's fiduciary duty of prudence.
Further resolved, no future investments involving Russia or Belarus shall be made or brought before the Board, until such time as the Board directs otherwise.
PSERB Resolution 2022-13
Re: U.S. and Non-U.S. Proxy Voting Policies
March 15, 2022
RESOLVED, that the Public School Employees' Retirement Board (the "Board") hereby adopts the proposed U.S. and Non-U.S. Proxy Voting Policies pursuant to the recommendation of Lenann T. Engler, Manager of Investment Processes, dated February 21, 2022.
PSERB Resolution 2022-14
Re: Pharmacy Benefit Management Services Effective January 1, 2023
March 15, 2022
RESOLVED, that the Public School Employees' Retirement Board (the "Board"), in accordance with the recommendation of the Technical Evaluation Committee for the RFP #2021-4, Medicare Employer Group Waiver Prescription Drug Plan and Pharmacy Benefit Management Services RFP, for services effective January 1, 2023, hereby retains OptumRx under a Direct Contract EGWP for an initial contract term of two (2) years beginning January 1, 2023 with options to renew annually for three (3) additional years. The final terms and conditions of the contract must be satisfactory to the Health Insurance Office, the Office of Chief Counsel, and the Office of Executive Director, as evidenced either by the appropriate signatures on, or by a memo to that effect appended to, the implementing contract.
PSERB Resolution 2022-15
Re: Investment Compliance Review Report
March 15, 2022
RESOLVED, that the Public School Employees' Retirement Board (the "Board") hereby accepts the Investment Compliance Review Report, Dated February 17, 2022 pursuant to the recommendation of Alicia E. James, Investment Compliance Manager.
PSERB Resolution 2022-16
Re: Verus Review Report
March 15, 2022
RESOLVED, that the Public School Employees' Retirement Board (the "Board") hereby approves the accompanying Investment Office Operational Processes and Procedures Review Report prepared for the Public School Employees' Retirement System by Verus.
PSERB Resolution 2022-17
Re: Policy and Procedure Reviews
March 15, 2022
RESOLVED, that the Public School Employees' Retirement Board (the "Board") hereby approves the reviews below: 1. To the Bylaws Committee: a. Implications for putting funds in escrow and the need for board approval b. Audit committee and board notification processes and when automatic triggers should kick in c. Review of corporate bylaws for potential board governance issues d. Authorization for the establishment of subsidiaries e. Leaks from board meetings executive sessions f. Reporting of annual, monthly and quarterly investment returns by investment consultants 2. To the Internal Audit Office: a. Review of internal procedures relative to appraisals for real estate investment acquisitions b. Fund authorization processes c. Shared risk calculation audit – design and effectiveness of the internal controls to ensure accuracy and completeness
PSERB Resolution 2022-18
Re: Whitehorse Liquidity Partners V, L.P.
March 15, 2022
RESOLVED, that the Public School Employees' Retirement Board (the "Board") hereby invests an amount not to exceed $200 million, plus reasonable normal investment expenses, to Whitehorse Liquidity Partners V LP (and/or related investment vehicles) and the establishment of a fund-of[1]one to be formed and managed by Whitehorse on behalf of PSERS, that will ultimately hold PSERS' interest in the Fund and PSERS' prior investment in Whitehorse Liquidity Partners IV LP, and that the investment office shall have authority to invest additional sums up to $50 million (taken together with recallable distributions from prior funds) to maintain a $200 million target commitment level to each of any subsequent flagship fund, in accordance with the recommendation of James F. Del Gaudio, Senior Portfolio Manager, dated December 21, 2021 and Aksia, LLC dated December 21, 2021. The final terms and conditions of the investment must be satisfactory to the Investment Office, the Office of Chief Counsel, and the Office of Executive Director, as evidenced either by the appropriate signatures on, or by a memo to that effect appended to, the implementing investment contract.
PSERB Resolution 2022-19
Re: Hg Saturn 3 A L.P.
March 15, 2022
RESOLVED, that the Public School Employees' Retirement Board (the "Board") hereby invests an amount not to exceed $100 million, plus reasonable normal investment expenses, in Hg Saturn 3 A L.P. (and/or related investment vehicles), in accordance with the recommendation of Patrick G. Knapp, Portfolio Manager, dated February 17, 2022 and Hamilton Lane, dated January 31, 2022. The final terms and conditions of the investment must be satisfactory to the Investment Office, the Office of Chief Counsel, and the Office of Executive Director, as evidenced either by the appropriate signatures on, or by a memo to that effect appended to, the implementing investment contract.
PSERB Resolution 2022-20
Re: CIM Infrastructure Fund III, L.P.
March 15, 2022
RESOLVED, that the Public School Employees' Retirement Board (the "Board") hereby invests an amount not to exceed $250 million, plus reasonable and normal investment expenses, to CIM Infrastructure Fund III, L.P., (and/or related investment vehicles), in accordance with the recommendation of William P. Stalter, Senior Portfolio Manager, dated February 10, 2022 and Hamilton Lane, dated January 20, 2022. The final terms and conditions of the investment must be satisfactory to the Investment Office, the Office of Chief Counsel, and the Office of Executive Director, as evidenced either by the appropriate signatures on, or by a memo to that effect appended to, the implementing investment contract.
PSERB Resolution 2022-21
Re: EQT Exeter Industrial Core-Plus IV, L.P.
March 15, 2022
RESOLVED, that the Public School Employees' Retirement Board (the "Board") hereby invests an amount not to exceed $100 million, plus reasonable and normal investment expenses, to EQT Exeter Industrial Core-Plus IV, L.P., (and/or related investment vehicles), in accordance with the recommendation of Melissa A. Quackenbush, Senior Portfolio Manager, dated February 11, 2022 and Hamilton Lane, dated January 3, 2022. The final terms and conditions of the investment must be satisfactory to the Investment Office, the Office of Chief Counsel, and the Office of Executive Director, as evidenced either by the appropriate signatures on, or by a memo to that effect appended to, the implementing investment contract.
PSERB Resolution 2022-22
Re: Investment Policy Statement – Absolute Return
March 15, 2022
RESOLVED, that the Investment Committee of the Public School Employees' Retirement Board (the "Board") hereby recommends that the Board suspend the Absolute Return Policy tolerance bands for the Public School Employees' Retirement System pursuant to the memo from Joseph W. Sheva, Director - Risk and Compliance, dated March 7, 2022.
PSERB Resolution 2022-23
Re: Investment Policy Statement
March 15, 2022
RESOLVED, that the Public School Employees' Retirement Board (the "Board") hereby adopts the changes to the Investment Policy Statement and Stand-alone Investment Policies for the Public School Employees' Retirement System pursuant to the memo from Joseph W. Sheva, Director - Risk and Compliance, dated March 7, 2022 and memo from Robert Devine, Interim CIO and Joseph W. Sheva, Director - Risk and Compliance dated March 15, 2022.
PSERB Resolution 2022-24
Re: Verus Advisory, Inc. Contract Renewal
March 15, 2022
RESOLVED, that Public School Employees Retirement Board (the "Board") hereby authorize staff of the Public School Employees' Retirement System to amend paragraph 1.2 of the contract with Verus Advisory, Inc. dated May 5, 2021 ("Contract"), to reflect renewals of six month increments for the remainder of the contract term. The final terms and conditions of the amendment must be satisfactory to the Investment Office, the Office of Chief Counsel, and the Office of Executive Director, as evidenced either by the appropriate signatures on, or by a memo to that effect appended to, the implementing amendment.
PSERB Resolution 2022-25
Re: PSERS Model Governance Manual Framework
March 15, 2022
WHEREAS, pursuant to Resolution 2020-43, the Public School Employees' Retirement Board (the "Board") retained Funston Advisory Services, LLC ("FAS") as the Board Governance Consultant.
WHEREAS, on November 18, 2021, FAS submitted its final report, "Transforming Governance at the Pennsylvania Public School Employees' Retirement System – An Independent Governance Review," to the Board.
WHEREAS, FAS recommended that the Board update its current Statement of Organization, Bylaws, and Other Procedures of the Commonwealth of Pennsylvania Public School Employees' Retirement Board ("Current Bylaws") by instituting a Model Governance Manual Framework.
WHEREAS, FAS recommended that the Board reorganize its committee structure.
WHEREAS, the Board wishes to begin the process of reviewing and implementing FAS' recommendations.
RESOLVED, that the Board hereby adopts the proposed PSERS Model Governance Manual Framework ("Governance Framework") dated March 11, 2022 and attached hereto as "Attachment A," including the provisions contained in Article I, Sections 2.3, 4, & 8 and Article II, Sections 1 through 7.
Further RESOLVED, that to the extent a conflict exists between the Governance Framework and the Current Bylaws, the Governance Framework shall control.
Further RESOLVED, that following passage of this resolution the Chair of the Board shall appoint members to each new committee.
Further RESOLVED, that, at the first meeting of each Committee under Section 4.1 of the Governance Framework, each Committee shall review their charter and make recommendations to the Governance & Administration Committee.
Further RESOLVED, that Article IV (Committees of the Board) of the Current Bylaws is repealed.
PSERB Resolution 2022-26
Re: Settlement Agreement for Legal Services with Lewis Brisbois Bisgaard & Smith LLP
March 15, 2022
RESOLVED, the Board authorizes PSERS staff to enter into a Settlement Agreement with Lewis Brisbois Bisgaard & Smith LLP to pay invoices received for legal services related to the federal investigation in a total amount not to exceed $16,000. The final terms and conditions of the settlement agreement must be satisfactory to the Office of Chief Counsel and the Executive Office as evidenced by their respective signatures on the Settlement Agreement.
PSERB Resolution 2022-27
Re: Contract Amendment and Settlement Agreement for Legal Services with Pillsbury Winthrop Shaw Pittman, LLP
March 15, 2022
RESOLVED, that the Public School Employees' Retirement Board (the "Board") hereby authorizes PSERS staff to enter into a Settlement Agreement with Pillsbury to pay invoices received for legal services related to the Commonwealth Court Litigation rendered on or after October 27, 2021 and prior to the effective date of this resolution not to exceed $22,000. The final terms and conditions of the settlement agreement must be satisfactory to the Office of Chief Counsel and the Executive Office as evidenced by their respective signatures on the contract amendments
PSERB Resolution 2022-28
Re: Commonwealth Court Litigation
March 15, 2022
RESOLVED, that the Public School Employees' Retirement Board (the "Board") authorizes Morgan Lewis & Bockius LLP to represent the Board in all matters relating to the litigation before Commonwealth Court captioned The Honorable Katie J. Muth v. Public School Employees' Retirement Board, Christopher Santamaria, in his Official Capacity as Chairman, Glen R. Grell in his Official Capacity as Executive Director, and the Public School Employees' Retirement System (Docket No. 182 MD 2021) (the "Commonwealth Court Litigation"). Pillsbury Winthrop Shaw is not authorized to represent the Board in the Commonwealth Court Litigation going forward.
PSERB Resolution 2022-29
Re: Legal Services Contract Post & Schell, P.C.
April 4, 2022
RESOLVED, that, the Public School Employees’ Retirement Board (Board) hereby retains the law firm of Post & Schell, P.C. to represent and provide guidance to the Board and to Christopher Santa Maria, in his Official Capacity as Chairman, in all matters relating to the litigation before Commonwealth Court captioned The Honorable Katie J. Muth v Public School Employees’ Retirement Board, Christopher Santa Maria, in his Official Capacity as Chairman, Glen R. Grell in his Official Capacity as Executive Director, and the Public School Employees’ Retirement System (Docket No. 182 MD 2021), and any collateral issues related hereto. The final terms and conditions of the legal services agreement must be satisfactory to the Office of Chief Counsel and the Executive Office as evidenced by their respective signatures on the contract amendments.
PSERB Resolution 2022-30
Re: Oak HC/FT Partners V, L.P.
April 4, 2022
RESOLVED, that the Public School Employees' Retirement Board (the "Board") hereby commits an amount not to exceed $100 million, plus reasonable and normal investment expenses, in Oak HC/FT Partners V, L.P., (and/or related investment vehicles) in accordance with the recommendations of G. Anthony Meadows, Portfolio Manager, dated February 11, 2022, and Hamilton Lane, dated January 25, 2022. The final terms and conditions of the investment must be satisfactory to the Investment Office, the Office of Chief Counsel, and the Office of Executive Director, as evidenced either by the appropriate signatures on, or by a memo to that effect appended to, the implementing investment contract.
PSERB Resolution 2022-31
Re: Clearlake Opportunities Partners III, L.P.
April 22, 2022
RESOLVED, that the Investment Committee of the Public School Employees' Retirement Board (the "Board") hereby recommends that the Board commit an amount not to exceed $100 million, plus reasonable and normal investment expenses, to Clearlake Opportunity Partners III, L.P. and/or related investment vehicles, in accordance with the recommendation of James F. Del Gaudio, Director, dated March 29, 2022 and Hamilton Lane, dated February 23, 2022. The final terms and conditions of the investment must be satisfactory to the Investment Office, the Office of Chief Counsel, and the Office of Executive Director, as evidenced either by the appropriate signatures on, or by a memo to that effect appended to, the implementing investment contract.
PSERB Resolution 2022-32
Re: Actuarial Audit Contract - Cheiron
May 9, 2022
RESOLVED, the Public School Employees' Retirement Board (Board) hereby retains Cheiron, an actuarial consulting/auditing firm, to conduct a comprehensive actuarial audit for the primary purpose of independent verification and analysis of the assumptions, methods, results, and reporting used by the Board's consulting actuary for their actuarial valuation and the five-year experience review.
The terms and conditions of this engagement shall be accomplished by the execution of a Purchase Order, in accordance with the firm's existing Commonwealth contract.
The final terms and conditions shall be satisfactory to the Executive Director, Internal Audit Office, and the Office of Chief Counsel.
PSERB Resolution 2022-33
Re: Indemnification Counsel
May 9, 2022
Whereas, Section 7.1(b) of the Public School Employees' Retirement Board (Board) Bylaws requires the board to retain two indemnification counsel under contract to provide advice for coverage of claims for indemnification; and
Whereas, the Board issued RFP 2022-1 to seek qualified candidates to represent the Board in this matter.
RESOLVED, the Board hereby retains the law firms of Stradley Ronon Stevens & Young, LLP and Clark Hill as its indemnification counsel for the next 5-year term, commencing on July 1, 2022.
Final terms and conditions of each contract shall be acceptable to the Executive Director and the Office of Chief Counsel.
PSERB Resolution 2022-34
Re: Outside Counsel – Litigation Support
May 9, 2022
RESOLVED, that the Public School Employees' Retirement Board hereby authorizes the law firm of Blank Rome to assist the office of Chief Counsel in analyzing, pursuing, and resolving potential litigation arising from the results of the risk share calculation error.
PSERB Resolution 2022-35
Re: Harrisburg Properties - Appraisal
May 9, 2022
RESOLVED; that the Public School Employees' Retirement Board (Board) hereby retains the firm of Rittenhouse Appraisers to perform an appraisal of the property owned by the Board's holding companies, 812 Market, Inc. and Camcorr, LLC (collectively "812 Market"), as of June 30, 2022. The Office of Chief Counsel shall oversee the appraiser's work and be the point person for any questions raised by the appraiser. The appraisal will be developed in accordance with Uniform Standards of Professional Appraisal Practice and the Code of Ethics and Certification Standards of the Appraisal Institute.
In addition, the firm is retained to perform an appraisal of the following properties owned by 812 Market:
- Patriot News Site, consisting of 8 parcels (810, 812, & 900 Market, 12, 21, & 23 N. 9th St.; 24 & 26 N. 10th St), as of December 31, 2017;
- The Clay Lots, consisting of 3 parcels (23, 27, and 31 North 10th Street), as of December 4, 2018;
- DGS Building located at 908 Market Street, as of August 28, 2019;
- PHFA Building located at 1000 Market Street, as of May 7, 2019;
- Second Clay Lots, consisting of 2 parcels (829 and 1001 Market Street) as of November 12, 2019.
The final terms and conditions of the contract must be satisfactory to the Internal Audit Office, the Office of Chief Counsel, and the Office of Executive Director, as evidenced either by the appropriate signatures on, or by a memo to that effect appended to, the contract.
The results of these appraisals will be made public on the PSERS website.
PSERB Resolution 2022-36
Re: Global Investment Performance Standards for Asset Owners
June 17, 2022
Resolved, that Public School Employees' Retirement Board (the "Board") hereby adopts policies, procedures and systems to ensure that the Public School Employees' Retirement System complies with all requirements of the 2020 edition of the Global Investment Performance Standards for Asset Owners promulgated by the Investment Council of the CFA Institute, and that, no later than 36 months after the board adopts a resolution pursuant to the recommendations contained in this resolution, the Board adopt a plan for annually attaining compliance with the 2020 edition of the Global Investment Performance Standards for Asset Owners commencing with the first fiscal year beginning after the board adopts the plan.
PSERB Resolution 2022-37
Re: Audit Plan for FY 22-23
June 17, 2022
RESOLVED, that the Public School Employees' Retirement Board (the "Board") hereby adopts the Audit Plan for FY 22-23 pursuant to the recommendation of Mei Gentry, Chief Audit Officer, dated June 16, 2022.
PSERB Resolution 2022-38
Re: Womble Bond Dickinson Contract Extension
June 17, 2022
Resolved, that the Public School Employees' Retirement Board (the "Board") hereby authorizes staff, pursuant to paragraph 9 on the Contract for Legal Services between Womble Bond Dickinson, (US), LLP (Womble Bond) and the Board, dated April 13, 2021, to execute a letter of consent with Womble Bond Dickinson to extend the length of the contract from June 30, 2022 to December 31, 2022.
Further Resolved, that the Board hereby authorizes Womble Bond to provide access to Board members, as requested by the Office of the Executive Director, through the Womble Bond platform, relating to the ongoing Muth litigation which were previously uploaded to Diligent Secure.
The documents shall be made searchable but not downloadable and printable.
Access is to be provided on a per person (user account) basis, with a cost no greater than $200 per user per month. Access to the Womble Bond platform will cease at the termination of the Womble contract.
Further Resolved, that the Board hereby authorizes Womble Bond Dickinson, consistent with the provisions of Paragraph 7 of its Contract with the Board, to retain experts to work on projects resulting from potential updated policies and procedures, if necessary, as directed by the Chair of the ACR Committee of the Board. The hourly rates, fees, or other compensation for any such experts deemed necessary shall be in accordance with the Contract and shall not exceed $45,000 without prior approval from the Chair and Vice-Chair of the ACR Committee.
PSERB Resolution 2022-39
Re: Internal Audit Office Charter
June 17, 2022
RESOLVED, that the Public School Employees' Retirement Board ("the Board) hereby adopts the changes to the Internal Audit Office Charter pursuant to the Recommendation of Mei Gentry, Chief Audit Officer, dated June 16, 2022.
PSERB Resolution 2022-40
Re: Appointment of Executive Director
June 17, 2022
RESOLVED, that the Public School Employees' Retirement Board hereby appoints Terrill J. Sanchez as Executive Director, effective June 19, 2022, at a salary of $275,014, pending final approval of the Executive Board.
PSERB Resolution 2022-41
Re: HOP Medical Plan Benefit Changes and Rates Effective January 1, 2023
June 17, 2022
RESOLVED, that the Public School Employees' Retirement Board (the "Board") hereby adopts the following monthly premium rates of the HOP Medical Plan effective January 1, 2023 for calendar year 2023:
Monthly Premium Rates
| | | Southeast (Out of State Zone 1) | | |
| HOP Medical Plan | | 2022 | 2023 | % Increase |
| Standard Rates | Single | $207 | $209 | 1% |
| | Two Person | $414 | $418 | 1% |
| Age 65 Rates | Single | $176 | $178 | 1% |
| | Two Person | $352 | $356 | 1% |
| Age 65 Rates (2nd Year) | Single | $183 | $184 | 1% |
| | Two Person | $366 | $368 | 1% |
| Age 65 Rates (3rd Year) | Single | $189 | $191 | 1% |
| | Two Person | $378 | $382 | 1% |
| Age 65 Rates (4th Year) | Single | $195 | $197 | 1% |
| | Two Person | $390 | $394 | 1% |
| Age 65 Rates (5th Year) | Single | $201 | $203 | 1% |
| | Two Person | $402 | $406 | 1% |
Pennsylvania (Bucks, Chester, Delaware, Montgomery, and Philadelphia Counties)
Zone 1: FLORIDA (Alachua, Bay, Bradford, Brevard, Broward, Calhoun, Charlotte, Citrus, Clay, Collier, Dixie, Miami-Dade, Duval, Gilchrest, Glades, Gulf, Hamilton, Hendry, Hernando, Highlands, Hillsborough, Indian River, Lafayette, Levy, Liberty, Martin, Monroe, Nassau, Okaloosa, Orange, Palm Beach, Pinellas, Putnam, St. Johns, Seminole, Sumter, Union, & Walton) NEW JERSEY (Atlantic, Bergen, Cape May, Hudson, Middlesex, Monmouth, Morris, Passaic, Somerset, Sussex, Union), NEW YORK (Kings (Brooklyn), Nassau, Orange, Putnam, Queens, Rockland, Suffolk, Sullivan, Ulster, Westchester)
| | Southwest (Out of State Zone 2) | | |
| HOP Medical Plan (no Rx coverage) | | 2022 | 2023 | % Increase |
| Standard Rates | Single | $198 | $200 | 1% |
| | Two Person | $396 | $400 | 1% |
| Age 65 Rates | Single | $169 | $170 | 1% |
| | Two Person | $338 | $340 | 1% |
| Age 65 Rates (2nd Year) | Single | $175 | $176 | 1% |
| | Two Person | $350 | $352 | 1% |
| Age 65 Rates (3rd Year) | Single | $181 | $182 | 1% |
| | Two Person | $362 | $364 | 1% |
| Age 65 Rates (4th Year) | Single | $187 | $188 | 1% |
| | Two Person | $374 | $376 | 1% |
| Age 65 Rates (5th Year) | Single | $193 | $194 | 1% |
| | Two Person | $386 | $388 | 1% |
Pennsylvania (Allegheny, Fayette, Greene, Indiana, Washington, and Westmoreland Counties)
Zone 2: ALABAMA, ALASKA, ARIZONA, ARKANSAS, CALIFORNIA, COLORADO, CONNECTICUT, DELAWARE, FLORIDA (Baker, Columbia, De Soto, Escambia, Flagler, Franklin, Gadsden, Hardee, Holmes, Jackson, Jefferson, Lake, Lee, Leon, Madison, Manatee, Marion, Okeechobee, Osceola, Pasco, Polk, Saint Lucie, Santa Rosa, Sarasota, Suwannee, Taylor, Volusia, Wakulla, Washington), GEORGIA, GUAM, HAWAII, IDAHO, ILLINOIS, INDIANA, IOWA, KANSAS, KENTUCKY, LOUISIANA, MAINE, MARYLAND, MASSACHUSETTS, MICHIGAN, MINNESOTA, MISSISSIPPI, MISSOURI, MONTANA, NEBRASKA, NEVADA, NEW HAMPSHIRE, NEW JERSEY (Burlington, Camden, Cumberland, Essex, Gloucester, Hunterdon, Mercer, Ocean, Salem & Warren), NEW MEXICO, NEW YORK (Albany, Allegany, Bronx, Broome, Cattaraugus, Cayuga, Chautauqua, Chemung, Chenango, Clinton, Columbia, Courtland, Dutchess, Delaware, Erie, Essex, Franklin, Fulton, Genesee, Greene, Hamilton, Herkimer, Jefferson, Lewis, Livingston, Madison, Monroe, Montgomery, New York, Niagara, Oneida, Onondaga, Ontario, Orleans, Oswego, Otsego, Rensselaer, Richmond, Saratoga, Seneca, Schenectady, Schuyler, Schoharie, Steuben, Tioga, Tompkins, St. Lawrence, Warren, Washington, Wayne, Wyoming, Yates), NORTH CAROLINA, NORTH DAKOTA, OHIO, OKLAHOMA, OREGON, PUERTO RICO, RHODE ISLAND, SOUTH CAROLINA, SOUTH DAKOTA, TENNESSEE, TEXAS, UTAH, VERMONT, VIRGIN ISLANDS, VIRGINIA, WASHINGTON, WASHINGTON, DC, WEST VIRGINIA, WISCONSIN, WYOMING
| | | North & Central | | |
| HOP Medical Plan (no Rx coverage) | | 2022 | 2023 | % Increase |
| Standard Rates | Single | $179 | $183 | 2% |
| | Two Person | $358 | $366 | 2% |
| Age 65 Rates | Single | $153 | $156 | 2% |
| | Two Person | $306 | $312 | 2% |
| Age 65 Rates (2nd Year) | Single | $158 | $162 | 3% |
| | Two Person | $316 | $324 | 3% |
| Age 65 Rates (3rd Year) | Single | $163 | $167 | 2% |
| | Two Person | $326 | $334 | 2% |
| Age 65 Rates (4th Year) | Single | $169 | $173 | 2% |
| | Two Person | $338 | $346 | 2% |
| Age 65 Rates (5th Year) | Single | $174 | $178 | 2% |
| | Two Person | $348 | $356 | 2% |
Pennsylvania (Adams, Armstrong, Beaver, Bedford, Berks, Blair, Bradford, Butler, Cambria, Cameron, Carbon, Centre, Clarion, Clearfield, Clinton, Columbia, Crawford, Cumberland, Dauphin, Delaware, Elk, Erie, Forest, Franklin, Fulton, Huntingdon, Jefferson, Juniata, Lackawanna, Lancaster, Lawrence, Lebanon, Lehigh, Luzerne, Lycoming, McKean, Mercer, Mifflin, Monroe, Montour, Northampton, Northumberland, Perry, Pike, Potter, Schuylkill, Snyder, Somerset, Sullivan, Susquehanna, Tioga, Union, Venango, Warren, Wayne, Wyoming and York Counties)
PSERB Resolution 2022-42
Re: Value Medical Plan Premium Rates Effective January 1, 2023
June 17, 2022
RESOLVED, that the Public School Employees' Retirement Board (the "Board") hereby adopts the following monthly premium rates of the Value Medical Plan effective January 1, 2023 for calendar year 2023:
Monthly Premium Rates
| Pennsylvania (Bucks, Chester, Delaware, Montgomery, and Philadelphia Counties) | | Southeast (Out of State Zone 1) | | |
| Value Medical Plan (no Rx coverage) | | 2022 | 2023 | % Increase |
| Standard Rates (only) | Single | $117 | $117 | 0% |
| | Two Person | $234 | $234 | 0% |
Pennsylvania (Allegheny, Fayette, Greene, Indiana, Washington, and Westmoreland Counties) | | Southwest (Out of State Zone 2) | | |
| Value Medical Plan (no Rx coverage) | | 2022 | 2023 | % Increase |
| Standard Rates (only) | Single | $115 | $115 | 0% |
| | Two Person | $230 | $230 | 0% |
| Pennsylvania (All Other Counties) | | North & Central | | |
| Value Medical Plan (no Rx coverage) | | 2022 | 2023 | % Increase |
| Standard Rates (only) | Single | $102 | $102 | 0% |
| | Two Person | $204 | $204 | 0% |
Zone 1: FLORIDA (Alachua, Bay, Bradford, Brevard, Broward, Calhoun, Charlotte, Citrus, Clay, Collier, Dixie, Miami-Dade, Duval, Gilchrest, Glades, Gulf, Hamilton, Hendry, Hernando, Highlands, Hillsborough, Indian River, Lafayette, Levy, Liberty, Martin, Monroe, Nassau, Okaloosa, Orange, Palm Beach, Pinellas, Putnam, St. Johns, Seminole, Sumter, Union, & Walton) NEW JERSEY (Atlantic, Bergen, Cape May, Hudson, Middlesex, Monmouth, Morris, Passaic, Somerset, Sussex, Union), NEW YORK (Kings (Brooklyn), Nassau, Orange, Putnam, Queens, Rockland, Suffolk, Sullivan, Ulster, Westchester)
Zone 2: ALABAMA, ALASKA, ARIZONA, ARKANSAS, CALIFORNIA, COLORADO, CONNECTICUT, DELAWARE, FLORIDA (Baker, Columbia, De Soto, Escambia, Flagler, Franklin, Gadsden, Hardee, Holmes, Jackson, Jefferson, Lake, Lee, Leon, Madison, Manatee, Marion, Okeechobee, Osceola, Pasco, Polk, Saint Lucie, Santa Rosa, Sarasota, Suwannee, Taylor, Volusia, Wakulla, Washington), GEORGIA, GUAM, HAWAII, IDAHO, ILLINOIS, INDIANA, IOWA, KANSAS, KENTUCKY, LOUISIANA, MAINE, MARYLAND, MASSACHUSETTS, MICHIGAN, MINNESOTA, MISSISSIPPI, MISSOURI, MONTANA, NEBRASKA, NEVADA, NEW HAMPSHIRE, NEW JERSEY (Burlington, Camden, Cumberland, Essex, Gloucester, Hunterdon, Mercer, Ocean, Salem & Warren), NEW MEXICO, NEW YORK (Albany, Allegany, Bronx, Broome, Cattaraugus, Cayuga, Chautauqua, Chemung, Chenango, Clinton, Columbia, Courtland, Dutchess, Delaware, Erie, Essex, Franklin, Fulton, Genesee, Greene, Hamilton, Herkimer, Jefferson, Lewis, Livingston, Madison, Monroe, Montgomery, New York, Niagara, Oneida, Onondaga, Ontario, Orleans, Oswego, Otsego, Rensselaer, Richmond, Saratoga, Seneca, Schenectady, Schuyler, Schoharie, Steuben, Tioga, Tompkins, St. Lawrence, Warren, Washington, Wayne, Wyoming, Yates), NORTH CAROLINA, NORTH DAKOTA, OHIO, OKLAHOMA, OREGON, PUERTO RICO, RHODE ISLAND, SOUTH CAROLINA, SOUTH DAKOTA, TENNESSEE, TEXAS, UTAH, VERMONT, VIRGIN ISLANDS, VIRGINIA, WASHINGTON, WASHINGTON, DC, WEST VIRGINIA, WISCONSIN, WYOMING
PSERB Resolution 2022-43
Re: Pre-65 Medical Plan Premium Rates Effective January 1, 2023
June 17, 2022
RESOLVED, that the Public School Employees' Retirement Board (the "Board") hereby adopts the following monthly premium rates of the Pre-65 Medical Plan effective January 1, 2023 for calendar year 2023:
Monthly Premium Rates
| | | All Regions | | |
| Pre-65 Retiree Options | | 2022 | 2023 | % Increase |
| Pre-65 Medical Only | | | | |
| Single | | $990 | $990 | 0% |
| Two Person | | $1,980 | $1,980 | 0% |
| Pre-65 Medical with Rx | | | | |
| Single | | $1,115 | $1,115 | 0%
|
PSERB Resolution 2022-44
Re: Enhanced Medicare Rx Option Plan Benefit Changes and Rates Effective January 1, 2023
June 17, 2022
RESOLVED, that the Public School Employees' Retirement Board (the "Board") hereby adopts the following benefit changes and monthly premium rates of the Enhanced Medicare Rx Option effective January 1, 2023 for calendar year 2023:
Changes Mandated By CMS
| | 2022 | 2023 |
| Initial Coverage Stage Limit | $ 4,430 | $ 4,660 |
| Out-of-Pocket Threshold for Catastrophic Coverage Stage | 7,050 | 7,400 |
| Minimum Cost sharing in Catastrophic Coverage Portion of the Benefit | | |
| Generic | $3.95 | $4.15 |
| Other | 9.85 | 10.35 |
| Maximum Member Payment in Coverage Gap: | 2022 | 2023 |
| Generic Rx | 25% | 25% |
| Brand Rx | 25% (after 70% manufacturer discount and 5% plan benefit) | 25% (after 70% manufacturer discount and 5% plan benefit) |
| Non-Preferred Brand Rx | 25% (after 70% manufacturer discount and 5% plan benefit) | 25% (after 70% manufacturer discount and 5% plan benefit) |
Benefit Change
| Member Pays – Initial Coverage Phase: | 2022 | 2023 |
| Specialty Drugs | 33% | 25% |
Monthly Premium Rates
| Enhanced Medicare Rx Option | 2022 | 2023 | % Increase |
| Single | $122 | $126 | 3% |
| Two Person | $244 | $252 | 3% |
PSERB Resolution 2022-45
Re: Basic Medicare Rx Option Plan Benefit Changes and Rates Effective January 1, 2023
June 17, 2022
RESOLVED, that the Public School Employees' Retirement Board (the "Board") hereby adopts the following benefit changes and monthly premium rates of the Basic Medicare Rx Option effective January 1, 2023 for calendar year 2023:
Changes Mandated By CMS
| | 2022 | 2023 |
| Initial Coverage Stage Limit | $ 4,430 | $ 4,660 |
| Out-of-Pocket Threshold for Catastrophic Coverage Stage | 7,050 | 7,400 |
| Minimum Cost sharing in Catastrophic Coverage Portion of the Benefit | | |
| Generic | $3.95 | $4.15 |
| Other | 9.85 | 10.35 |
| Maximum Member Payment in Coverage Gap: | 2022 | 2023 |
| Generic Rx | 25% | 25% |
| Brand Rx | 25% (after 70% manufacturer discount and 5% plan benefit) | 25% (after 70% manufacturer discount and 5% plan benefit) |
| Non-Preferred Brand Rx | 25% (after 70% manufacturer discount and 5% plan benefit) | 25% (after 70% manufacturer discount and 5% plan benefit) |
Monthly Premium Rates
| Basic Medicare Rx Option | 2022 | 2023 | % Increase |
| Single | $66 | $67 | 2% |
| Two Person | $132 | $134 | 2% |
PSERB Resolution 2022-46
Re: Value Medicare Rx Option Plan Benefit Changes and Rates Effective January 1, 2023
June 17, 2022
RESOLVED, that the Public School Employees' Retirement Board (the "Board") hereby adopts the following benefit changes and monthly premium rates of the Value Medicare Rx Option effective January 1, 2023 for calendar year 2023:
Changes Mandated By CMS
| | 2022 | 2023 |
| Deductible | $480 | $505 |
| Initial Coverage Stage Limit | $ 4,430 | $ 4,660 |
| Out-of-Pocket Threshold for Catastrophic Coverage Stage | 7,050 | 7,400 |
| Minimum Cost sharing in Catastrophic Coverage Portion of the Benefit | | |
| Generic | $3.95 | $4.15 |
| Other | 9.85 | 10.35 |
| Maximum Member Payment in Coverage Gap: | 2022 | 2023 |
| Generic Rx | 25% | 25% |
| Brand Rx | 25% (after 70% manufacturer discount and 5% plan benefit) | 25% (after 70% manufacturer discount and 5% plan benefit) |
| Non-Preferred Brand Rx | 25% (after 70% manufacturer discount and 5% plan benefit) | 25% (after 70% manufacturer discount and 5% plan benefit) |
Monthly Premium Rates
| Value Medicare Rx Option | 2022 | 2023 | % Increase |
| Single | $22 | $25 | 14% |
| Two Person | $44 | $50 | 14% |
PSERB Resolution 2022-47
Re: Greenoaks Capital Opportunities Fund V LP
June 17, 2022
RESOLVED, that the Public School Employees' Retirement Board (the "Board") hereby commits an amount not to exceed $100 million, plus reasonable normal investment expenses, in Greenoaks Capital Opportunities Fund V LP (and/or related investment vehicles), in accordance with the recommendation of Patrick G. Knapp, Portfolio Manager, dated May 27, 2022, and Hamilton Lane, dated May 17, 2022. The final terms and conditions of the investment must be satisfactory to the Investment Office, the Office of Chief Counsel, and the Office of Executive Director, as evidenced either by the appropriate signatures on, or by a memo to that effect appended to, the implementing investment contract.
PSERB Resolution 2022-48
Re: GCM US Partnership Opportunities, L.P.
June 17, 2022
RESOLVED, that the Investment Committee of the Public School Employees' Retirement Board (the "Board") hereby recommends that the Board commit an amount not to exceed $250,000,000, plus reasonable and normal investment expenses, to GCM US Partnership Opportunities, L.P., (and/or related investment vehicles), in accordance with the recommendation of William P. Stalter, Senior Portfolio Manager, and Hamilton Lane. The final terms and conditions of the investment must be satisfactory to the Investment Office, the Office of Chief Counsel, and the Office of Executive Director, as evidenced either by the appropriate signatures on, or by a memo to that effect appended to, the implementing investment contract.
PSERB Resolution 2022-49
Re: Board Position Descriptions
June 17, 2022
RESOLVED, that the Public School Employees' Retirement Board (the "Board") hereby adopts position descriptions for the roles of Board Chairperson and Vice Chairperson; Committee Chair and Committee Vice Chair; and Board Member.
PSERB Resolution 2022-50
Re: Amendment to Bylaws, Article II: Sections 1-7, Committee Charters
June 17, 2022
WHEREAS, pursuant to Resolution 2022-5, the Board directed that each Committee review their Committee Charter and if applicable, make recommendations for changes to the Governance and Administration Committee.
WHEREAS, the various Committees reviewed their charters and made recommendations to the Governance and Administration Committee.
WHEREAS, on May 27, 2022, the Governance and Administration Committee met and reviewed both its own Charter and the recommended changes to the Committee Charters as recommended by the various Committees.
WHEREAS, on June 2, 2022, advance written notice of the proposed amendments to the various Committee Charters was provided to members of the Board pursuant to Article I: Bylaws, Section 8: Amendments of the Model Governance Manual Framework.
RESOLVED, that the Public School Employees' Retirement Board (the "Board") hereby adopts the proposed amendments to the various Committee Charters dated June 17, 2022 and attached hereto as Attachment A.
PSERB Resolution 2022-51
Re: Office of Chief Counsel
June 17, 2022
RESOLVED, that the Public School Employees' Retirement Board hereby authorizes the appointment of Assistant Deputy Chief Counsel Letitia Schubauer to serve as Acting Chief Counsel, at the same salary and benefits as the prior Chief Counsel, pending posting and selection of a permanent Chief Counsel.
PSERB Resolution 2022-52
Re: Appointment of Special Advisor/Chief Counsel
August 5, 2022
RESOLVED, that the Public School Employees' Retirement Board (the "Board") hereby appoints Joseph J. Indelicato, Jr. to the position of Special Advisor to the Board, with subsequent appointment to the position of Chief Counsel subject to and upon completion of: (1) start date negotiations, (2) compensation approvals as required, and (3) any other necessary clearances and requirements
PSERB Resolution 2022-53
Re: Investment Policy Statement
August 5, 2022
RESOLVED, that the Public School Employees' Retirement Board (the "Board") hereby adopts the changes to the Investment Policy Statement for the Public School Employees’ Retirement System pursuant to the memo from Joseph W. Sheva, Director - Risk and Compliance, dated July 8, 2022.
PSERB Resolution 2022-54
Re: Caspian Keystone Focused Fund and Caspian Focused Opportunities Fund
August 5, 2022
RESOLVED, pursuant to the recommendation of Carl Lantz, Senior Portfolio Manager, Richard Ko, Senior Investment Professional, and Aksia LLC, the Public School Employees’ Retirement Board (the “Board”) hereby (i) transfers the Caspian Keystone Focused Fund, an existing fund-of-one with $275 million of non-binding capacity rights, from the liquidating Absolute Return portfolio to Public Fixed Income – U.S. Corporate High Yield, and (ii) invests an initial amount of up to $350 million, plus reasonable normal investment expenses, in the Caspian Focused Opportunities Strategy with the Investment Office having discretion to invest additional sums within the target ranges approved by the Board as found in the Investment Policy Statement.
The final terms and conditions of the investment must be satisfactory to the Investment Office, the Office of Chief Counsel, and the Office of Executive Director, as evidenced either by the appropriate signatures on, or by a memo to that effect appended to, the implementing investment contract.
PSERB Resolution 2022-55
Re: TDR Capital V L.P.
August 5, 2022
RESOLVED, that the Public School Employees’ Retirement Board (the “Board”) hereby commits an amount not to exceed €95 million (~$100 M), plus reasonable and normal investment expenses, to TDR Capital V L.P., and/or related investment vehicles, in accordance with the recommendation of G. Anthony Meadows, Portfolio Manager and Hamilton Lane. The final terms and conditions of the investment must be satisfactory to the Investment Office, the Office of Chief Counsel, and the Office of Executive Director, as evidenced either by the appropriate signatures on, or by a memo to that effect appended to, the implementing investment contract.
PSERB Resolution 2022-56
Re: EQT Exeter Industrial Value Fund VI, L.P.
August 5, 2022
RESOLVED, that the Public School Employees’ Retirement Board (the “Board”) hereby commits an amount not to exceed $100 million plus reasonable and normal investment expenses, to EQT Exeter Industrial Value Fund VI, L.P. and/or related investment vehicles, in accordance with the recommendation of Melissa A. Quackenbush, Senior Portfolio Manager and Hamilton Lane. The final terms and conditions of the investment must be satisfactory to the Investment Office, the Office of Chief Counsel, and the Office of Executive Director, as evidenced either by the appropriate signatures on, or by a memo to that effect appended to, the implementing investment contract.
PSERB Resolution 2022-57
Re: Strategic Planning Policy
August 5, 2022
RESOLVED, that the Public School Employees' Retirement Board (the "Board") hereby adopts the Strategic Planning Policy as proposed and recommended by the Governance and Administration Committee, and contained in Attachment A.
PSERB Resolution 2022-58
Re: Travel Policy Amendment
August 5, 2022
RESOLVED, that the Public School Employees' Retirement Board (the "Board") hereby adopts the amendment to the PSERS Board Travel Policy as proposed and recommended by the Governance and Administration Committee, and contained in Attachment B.
PSERB Resolution 2022-59
Re: Keystone Orlando, LLC Disposition
August 26, 2022
RESOLVED, that the Public School Employees’ Retirement Board hereby disposes of the
asset held by Keystone Florida, LLC at a purchase price which produces a net internal rate
of return in excess of the original underwritten projected net internal rate of return and
in accordance with the recommendation of Melissa A. Quackenbush, Senior Portfolio
Manager. The final terms and conditions of the investment must be satisfactory to the
Investment Office, the Office of Chief Counsel, and the Office of Executive Director, as
evidenced either by the appropriate signatures on, or by a memo to that effect appended
to, the implementing investment contract
PSERB Resolution 2022-60
Re: Keystone Parkland, LLC Disposition
September 7, 2022
RESOLVED, that the Public School Employees’ Retirement Board hereby disposes of the
asset held by Keystone Parkland, LLC, a wholly owned subsidiary of PSERS’ holding
company, Keystone Florida, LLC, at a purchase price which produces a net internal rate of
return in excess of the original underwritten projected net internal rate of return and in
accordance with the recommendation of Robert Devine, Interim Chief Executive Officer.
The final terms and conditions of the investment must be satisfactory to the Investment
Office, the Office of Chief Counsel, and the Office of Executive Director, as evidenced either
by the appropriate signatures on, or by a memo to that effect appended to, the
implementing investment contract.
PSERB Resolution 2022-61
Re: Keystone Miramar, LLC Disposition, Keystone Milano, LLC Disposition
September 7, 2022
RESOLVED, that the Public School Employees’ Retirement Board hereby disposes of the
assets held by Keystone Miramar, LLC and Keystone Milano, LLC, each a wholly owned
subsidiary of PSERS’ holding company, Keystone Florida, LLC, at a purchase price which
produces a net internal rate of return in excess of the original underwritten projected net
internal rate of return and in accordance with the recommendation of Robert Devine,
Interim Chief Executive Officer. The final terms and conditions of the investment must be
satisfactory to the Investment Office, the Office of Chief Counsel, and the Office of
Executive Director, as evidenced either by the appropriate signatures on, or by a memo to
that effect appended to, the implementing investment contract.
PSERB Resolution 2022-62
Re: Private Markets Investment Consulting and Back-Office Services
October 4, 2022
RESOLVED, that the Public School Employees’ Retirement Board, in accordance with the
recommendation of the Private Markets Investment Consulting and Back-Office Services
Evaluation Committee, hereby retains Aksia as the Private Markets and Back-Office Services
Investment Consultant for a contract term not to exceed five years. The final terms and
conditions of the contract must be satisfactory to the Investment Office, the Office of Chief
Counsel, and the Office of Executive Director, as evidenced either by the appropriate signatures
on, or by a memo to that effect appended to, the implementing contract.
PSERB Resolution 2022-65
Re: Amendments to Bylaws: Article I, Section 4, Subsections 4.5-4.6 (Committee Chairs and Committee Vice Chairs), Article II, Sections 1-7 (Committee Charters), Article I, Subsection 3.10 (Public Participation)
October 21, 2022
WHEREAS, on October 5, 2022, advance written notice of the proposed amendments to the Statement of Organization, Bylaws, and Other Procedures ("Current Bylaws") and Model Governance Manual Framework ("Governance Framework") was provided to members of the Public School Employees' Retirement Board (the "Board") pursuant to Article I: Bylaws, Section 8: Amendments of the Governance Framework and Article X, Section 10.3: Amendment or Repeal of the Current Bylaws.
RESOLVED, that the Board hereby adopts the proposed amendments to the various Committee Charters, (Article II, Sections 1-7 of the Governance Framework) dated October 21, 2022, and contained in Attachment A.
Further RESOLVED, that the Board hereby adopts the proposed amendment found at Attachment B to be incorporated as Subsection 3.10 of the Governance Framework.
Further RESOLVED, that the Board hereby repeals Section 5.9 (Public Participation) of the Current Bylaws.
Further RESOLVED, that the Board hereby adopts the proposed amendments found at Attachment C to Article I: Bylaws, Section 4: Committees of the Board, Subsections 4.5 Committee Chairs and 4.6 Committee Vice-Chairs of the Governance Framework.
PSERB Resolution 2022-66
Re: Public Participation and Attendance in Open Meetings Policy
October 21, 2022
RESOLVED, that the Public School Employees' Retirement Board hereby adopts the Public Participation and Attendance in Open Meetings Policy as proposed and recommended by the Governance & Administration Committee, and contained in Attachment D.
PSERB Resolution 2022-67
Re: Fiscal Year 2023-24 Budget Requests
October 21, 2022
Resolved, that the Public School Employees' Retirement Board hereby adopts the following Fiscal Year 2023-24 Budget Requests as presented by Brian Carl and Andrew Fiscus:
- The 2023-24 Administrative Budget, not to exceed $57,102,000, subject to adjustments by the Governor's Budget Office or the General Assembly.
- The 2023-24 Investment Related Expenses Budget, not to exceed $40,883,000.
- The 2023-24 Defined Contribution Budget, not to exceed $1,176,000, subject to adjustments by the Governor's Budget Office or the General Assembly.
- The 2023-24 Health Insurance Account (Premium Assistance) - Administrative Budget, not to exceed $1,264,000.
- The 2023-24 Health Options Program - Administrative Budget, not to exceed $1,644,000.
- The 2023-24 Directed Commissions Recapture Program Budget, not to exceed $2,000,000, subject to adjustments by the Governor's Budget Office or the General Assembly, for the Public School Employees' Retirement System.
PSERB Resolution 2022-68
Re: June 30, 2022 and 2021 Financial Statements and Ratification of Payments
October 21, 2022
Resolved, that the Public School Employees' Retirement Board hereby adopts the June 30, 2022 and 2021 Financial Statements as prepared by the Public School Employees' Retirement System Office of Financial Management and ratifies all payments that are reflected in the June 30, 2022 and 2021 Financial Statements.
PSERB Resolution 2022-69
Re: Clifton Larsen Allen (CLA) Financial Statement Audit Report
October 21, 2022
Resolved, that the Public School Employees' Retirement Board hereby adopts the Financial Statement Audit Report, as presented by Clifton Larsen Allen.
PSERB Resolution 2022-70
Re: Financial Audit Services
October 21, 2022
RESOLVED, that the Public School Employees' Retirement Board, in accordance with the recommendation of the Audit, Compliance, and Risk Committee hereby retain SB & Company as the Financial Audit Services for a contract term not to exceed five years.
The final terms and conditions of the contract must be satisfactory to the Internal Audit Office, the Office of Chief Counsel, and the Office of Executive Director, as evidenced either by the appropriate signatures on, or by a memo to that effect appended to the implementing contract.
PSERB Resolution 2022-71
Re: Invesco Developing Markets R6
October 21, 2022
RESOLVED, that the Public School Employees' Retirement Board hereby removes Invesco Developing Markets R6 (Invesco) from the Tier 2 Investment Options in the PSERS' School Employees' Defined Contribution Plan ("DC Plan") without a replacement fund and to notify the participants with a balance in Invesco to move such balances to an alternative option offered by the DC Plan; provided that if such participants fail to act in response to the written notice, the monies shall be transferred on behalf of the participants to the American Funds Europacific Growth R6, pursuant to the recommendation of CAPTRUST dated September 23, 2022.
PSERB Resolution 2022-72
Re: CAPTRUST Financial Advisors
October 21, 2022
RESOLVED, that the Public School Employees' Retirement Board hereby authorizes staff to extend the term of the contracts with CAPTRUST Financial Advisors for Act V Pension Consulting Services and General Pension Consulting Services and Advisory Agreement for Retirement Plan Investments for 12 months beginning February 12, 2023 under the same terms and conditions of the existing contracts.
PSERB Resolution 2022-73
Re: Strategic Planning Consultant
October 21, 2022
RESOLVED, that the Public School Employees' Retirement Board hereby directs staff to execute a Purchase Order under the existing Invitation to Qualify (ITQ) contract with Dering Consulting Group, Inc. for strategic planning services. The final terms and conditions of the Purchase Order must be satisfactory to the Office of Chief Counsel and the Office of Executive Director, as evidenced either by the appropriate signatures on, or by a memo to that effect appended to the implementing contract.
PSERB Resolution 2022-74
Re: Cabot Industrial Value Fund VII, L.P.
October 21, 2022
RESOLVED, that the Public School Employees' Retirement Board hereby commits an amount not to exceed $175 million plus reasonable and normal investment expenses, to Cabot Industrial Value Fund VII, L.P. and/or related investment vehicles, in accordance with the recommendation of Melissa A. Quackenbush, Senior Portfolio Manager and Hamilton Lane. The final terms and conditions of the investment must be satisfactory to the Investment Office, the Office of Chief Counsel, and the Office of Executive Director, as evidenced either by the appropriate signatures on, or by a memo to that effect appended to, the implementing investment contract.
PSERB Resolution 2022-75
Re: DRA Growth and Income Master Fund XI, LLC
October 21, 2022
RESOLVED, that the Public School Employees' Retirement Board hereby commits an amount not to exceed $125 million plus reasonable and normal investment expenses, to DRA Growth and Income Master Fund XI, LLC and/or related investment vehicles, in accordance with the recommendation of Melissa A. Quackenbush, Senior Portfolio Manager and Hamilton Lane. The final terms and conditions of the investment must be satisfactory to the Investment Office, the Office of Chief Counsel, and the Office of Executive Director, as evidenced either by the appropriate signatures on, or by a memo to that effect appended to, the implementing investment contract.
PSERB Resolution 2022-76
Re: Incline Equity Partners VI, L.P.
October 21, 2022
RESOLVED, that the Public School Employees' Retirement Board hereby commits an amount not to exceed $125 million, plus reasonable and normal investment expenses, to Incline Equity Partners VI, L.P. and/or related investment vehicles, in accordance with the recommendation of Luke M. Jacobs, Portfolio Manager, and Hamilton Lane. The final terms and conditions of the investment must be satisfactory to the Investment Office, the Office of Chief Counsel, and the Office of Executive Director, as evidenced either by the appropriate signatures on, or by a memo to that effect appended to, the implementing investment contract.
PSERB Resolution 2022-77
Re: Insight Vision Capital II L.P.
October 21, 2022
RESOLVED, that the Public School Employees' Retirement Board hereby commits an amount not to exceed $20 million, plus reasonable and normal investment expenses, to Insight Vision Capital II L.P., and/or related investment vehicles, in accordance with the recommendation of G. Anthony Meadows, Portfolio Manager and Hamilton Lane. The final terms and conditions of the investment must be satisfactory to the Investment Office, the Office of Chief Counsel, and the Office of Executive Director, as evidenced either by the appropriate signatures on, or by a memo to that effect appended to, the implementing investment contract.
PSERB Resolution 2022-78
Re: Segal Consulting for Health Care Consulting and Project Management Services
October 21, 2022
RESOLVED, that the Public School Employees' Retirement Board hereby authorizes staff to extend the terms of the contracts with Segal Consulting for Health Care Consulting and Project Management Services Associated with Health Options Program including the Medicare Prescription Drug Plan and with the Premium Assistance Program for 24 months beginning February 1, 2023 under the same terms and conditions of the existing contracts.
PSERB Resolution 2022-79
Re: Gallagher Benefit Services, Inc. Contract Extension
October 21, 2022
RESOLVED, that the Public School Employees' Retirement Board hereby authorizes staff to extend the term of the contract with Gallagher Benefit Services, Inc. for CMS Part D Compliance Activities Services and Pharmacy Benefit Consulting for 12 months beginning February 1, 2023 under the same terms and conditions of the existing contract.
PSERB Resolution 2022-80
Re: General Investment Consultant
November 15, 2022
RESOLVED, that the Public School Employees Retirement Board (the "Board"), authorizes staff of the Public School Employees' Retirement System ("PSERS") to engage, through an emergency procurement, an investment consultant to perform investment consulting services including all asset classes and investments of the Public School Employees' Retirement Fund and performance measurement, risk and attribution services. The final terms and conditions of the agreement must be satisfactory to the Office of Chief Counsel, the Investment Office and the Executive Office as evidenced by their respective signatures on the agreement.
Further Resolved, that the Board authorizes the staff of PSERS to initiate the request for proposal process for an investment consultant to perform investment consulting services including all asset classes and investments of the Public School Employees' Retirement Fund and performance measurement, risk and attribution services.
PSERB Resolution 2022-81
Re: Blank Rome Litigation
November 15, 2022
RESOLVED, that the Public School Employees Retirement Board (the "Board"), authorizes Blank Rome to commence litigation with respect to matters related to the 2020 risk share calculation error.
PSERB Resolution 2022-82
Re: Independent Investment Performance Measurement Service Provider
November 15, 2022
RESOLVED, that the Public School Employees' Retirement Board (the "Board") directs staff to identify an independent investment performance measurement service provider to review the return components associated with the risk share measurement period ending June 30th 2023.
Further Resolved, that the Board, having determined that circumstances exist to warrant an emergency procurement of an independent investment performance measurement service provider, authorize staff of the Public School Employees' Retirement System to enter into an agreement for such services. The final terms and conditions of the agreement must be satisfactory to the Office of Chief Counsel, the Investment Office and the Executive Office as evidenced by their respective signatures on the agreement.
2022-84 PSERB Resolution
Re: Health Options Program Budget 2023
December 16, 2022
RESOLVED, that the Public School Employees Retirement Board hereby adopts the proposed Health Options Program Budget and two supplemental budgets for the sponsor’s Administrative and Medicare Prescription Drug Program for the Plan Year 2023 in the aggregate amount of $503,507,000 as recommended by Peter Camacci, Director of the Health Insurance Office, in the memo dated November 28, 2022.
2022-85 PSERB Resolution
Re: COLA Adjustment
December 16, 2022
RESOLVED, that the Public School Employees Retirement Board approves the Cost of Living Adjustment of 7.8% for the Executive Director as proposed by the Office of Administration.
2022-86 PSERB Resolution
Re: AG Europe Realty Fund IV, L.P.
December 16, 2022
RESOLVED, that the Public School Employees Retirement Board hereby commits an amount not to exceed $115 million plus reasonable and normal investment expenses, to AG Europe Realty Fund IV, LP, and/or related investment vehicles, in accordance with the recommendation of Jarrett B. Richards, Senior Investment Professional, and Hamilton Lane. The final terms and conditions of the investment must be satisfactory to the Investment Office, the Office of Chief Counsel, and the Office of Executive Director, as evidenced either by the appropriate signatures on, or by a memo to that effect appended to, the implementing investment contract.
2022-87 PSERB Resolution
Re: Bell Value-Add Fund VIII, L.P.
December 16, 2022
RESOLVED, that the Public School Employees Retirement Board hereby commits an amount not to exceed $150 million plus reasonable and normal investment expenses, to Bell Value-Add Fund VIII, L.P. and/or related investment vehicles, in accordance with the recommendation of Melissa A. Quackenbush, Senior Portfolio Manager and Hamilton Lane. The final terms and conditions of the investment must be satisfactory to the Investment Office, the Office of Chief Counsel, and the Office of Executive Director, as evidenced either by the appropriate signatures on, or by a memo to that effect appended to, the implementing investment contract.
2022-88 PSERB Resolution
Re: Investment Committee Resolution
December 16, 2022
RESOLVED, that the Public School Employees Retirement Board hereby approves that the appraisals of the Harrisburg properties be accepted for inclusion in financial statements. In compliance with Resolution 22-35, the release of the results of the appraisals at the time of settlement of purchase will be made public on the PSERS website. The release of the results of the appraisals made as of June 30, 2022, to the public at this time could impair the value and marketability of the investments. Therefore, consistent with section 8502 of the Public School Employees' Retirement Code, confidentiality of such appraisals will be maintained while the Investment Office underwrites a hold or sale of the Harrisburg properties.
2022-89 PSERB Resolution
Re: FY2023-24 Employer Contribution Rate
December 16, 2022
RESOLVED, that the Public School Employees Retirement Board hereby adopts the actuarial factors, assumptions, and methodologies contained therein, which result in an employer contribution rate of 34.00% for Fiscal Year July 1, 2023 through June 30, 2024.