September 19, 2023

“MOTION: Board Member Wellman made a motion to approve the Halloween Trick or Treat on Tuesday, October 31, 2023, between 6:00 p.m. - 8:00 p.m. Board Member Holland seconded the motion. MOTION CARRIED: 5 - 0 - 0..” (Motion: Wellman, second: Holland)

Read it in the official minutes, page 1 (PDF)

“MOTION: Board Member Wellman made a motion to recommend the adoption of Article 1. Vice-Chair Mackey seconded the motion. MOTION CARRIED: 5 - 0 - 0..” (Motion: Wellman, second: Mackey)

Read it in the official minutes, page 2 (PDF)

“MOTION: Board Member Wellman made a motion to recommend the adoption of Article 4. Vice- Chair Mackey seconded the motion. MOTION CARRIED: 5 - 0 - 0..” (Motion: Wellman, second: Mackey)

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“MOTION: Board Member Wellman made a motion to recommend the adoption of Article 7. Board Member Holland seconded the motion. MOTION CARRIED: 5 - 0 - 0..” (Motion: Wellman, second: Holland)

Read it in the official minutes, page 4 (PDF)

“MOTION: Vice-Chair Mackey made a motion to recommend the adoption of Article 8. Board Member Holland seconded the motion. MOTION CARRIED: 5 - 0 - 0..” (Motion: Mackey, second: Holland)

Read it in the official minutes, page 4 (PDF)

“MOTION: Board Member Kratman made a motion to recommend the adoption of Article 9. Vice- Chair Mackey seconded the motion. MOTION CARRIED: 5 - 0 - 0..” (Motion: Kratman, second: Mackey)

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“MOTION: Board Member Holland made a motion to accept the amendment. Board Member Wellman seconded the motion. MOTION CARRIED: 5 - 0 - 0..” (Motion: Holland, second: Wellman)

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“MOTION: Vice-Chair Mackey made a motion to recommend the adoption of Article 10, as amended. Board Member Wellman seconded the motion. MOTION CARRIED: 5 - 0 - 0..” (Motion: Mackey, second: Wellman)

Read it in the official minutes, page 5 (PDF)

“MOTION: Board Member Wellman made a motion to recommend the adoption of Article 11. Vice-Chair Mackey seconded the motion. MOTION CARRIED: 5 - 0 - 0..” (Motion: Wellman, second: Mackey)

Read it in the official minutes, page 5 (PDF)

“MOTION: Board Member Kratman made a motion to recommend the adoption of Article 12. Board Member Wellman seconded the motion. MOTION CARRIED: 5 - 0 - 0..” (Motion: Kratman, second: Wellman)

Read it in the official minutes, page 6 (PDF)

“MOTION: Vice-Chair Mackey made a motion to recommend the adoption of Article 13. Board Member Kratman seconded the motion. MOTION CARRIED: 5 - 0 - 0..” (Motion: Mackey, second: Kratman)

Read it in the official minutes, page 6 (PDF)

“MOTION: Board Member Kratman made a motion to recommend the adoption of Article 14. Board Member Wellman seconded the motion. MOTION CARRIED: 5 - 0 - 0..” (Motion: Kratman, second: Wellman)

Read it in the official minutes, page 6 (PDF)

“MOTION: Vice-Chair Mackey made a motion to recommend the adoption of Article 15. Board Member Wellman seconded the motion. MOTION CARRIED: 5 - 0 - 0..” (Motion: Mackey, second: Wellman)

Read it in the official minutes, page 7 (PDF)

“MOTION: Board Member Wellman made a motion to recommend the adoption of Article 16. Board Member Holland seconded the motion. MOTION CARRIED: 5 - 0 - 0..” (Motion: Wellman, second: Holland)

Read it in the official minutes, page 8 (PDF)

“MOTION: Board Member Kratman made a motion to recommend the adoption of Article 17. Board Member Holland seconded the motion. MOTION CARRIED: 5 - 0 - 0..” (Motion: Kratman, second: Holland)

Read it in the official minutes, page 8 (PDF)

“MOTION: Board Member Kratman made a motion to recommend the adoption of Article 18, with the condition that Mr. Montuori verify that it met the appropriate requirements. Board Member Wellman seconded the motion. MOTION CARRIED: 5 - 0 - 0..” (Motion: Kratman, second: Wellman)

Read it in the official minutes, page 9 (PDF)

“MOTION: Board Member Holland made a motion to recommend the adoption of Article 19. Board Member Wellman seconded the motion. MOTION CARRIED: 5 - 0 - 0..” (Motion: Holland, second: Wellman)

Read it in the official minutes, page 9 (PDF)

“MOTION: Board Member Wellman made a motion to take no action on Article 20. Vice-Chair Mackey seconded the motion. MOTION CARRIED: 5 - 0 - 0..” (Motion: Wellman, second: Mackey)

Read it in the official minutes, page 10 (PDF)

“MOTION: Vice-Chair Mackey made a motion to recommend the adoption of Article 21. Board Member Wellman seconded the motion. MOTION CARRIED: 5 - 0 - 0..” (Motion: Mackey, second: Wellman)

Read it in the official minutes, page 10 (PDF)

“MOTION: Board Member Kratman made a motion to recommend the adoption of Article 22. Vice- Chair Mackey seconded the motion. MOTION CARRIED: 5 - 0 - 0..” (Motion: Kratman, second: Mackey)

Read it in the official minutes, page 10 (PDF)

“MOTION: Board Member Wellman made a motion to recommend the adoption of Article 23, assuming there would be a subsequent amendment regarding the addition of the West Side Business and Office Research and there should have been a mixed-use included. Board Member Kratman seconded the motion. MOTION CARRIED: 5 - 0 - 0..” (Motion: Wellman, second: Kratman)

Read it in the official minutes, page 11 (PDF)

“MOTION: Board Member Wellman made a motion to recommend the adoption of Article 24. Board Member Holland seconded the motion. MOTION CARRIED: 5 - 0 - 0..” (Motion: Wellman, second: Holland)

Read it in the official minutes, page 11 (PDF)

“MOTION: Chair Johnson made the following motion: That under and pursuant to Chapter 44, Section 7(1) and Chapter 70B of the General Laws, and any other enabling authority, there is hereby authorized the issuance and sale of $3,577,818 General Obligation Bond Anticipation Notes (the "Notes") of the Town for the purposes of (i) designing, constructing and originally equipping a new elementary school and athletic field complex to be located at 135 Pleasant Street in the Town as described on Exhibit B and (ii) financing the costs of issuance of the Notes; That all action taken by the Town Treasurer in advertising for the public sale of Notes of the Town authorized under Chapter 44, Section 7(1) and Chapter 70B of the Massachusetts General Laws, as amended and supplemented, and by votes of the Town duly adopted as further described in Exhibit B attached hereto, which by reference thereto is hereby incorporated in and made a part of the minutes of this meeting and this vote, and, in that connection, preparing and distributing a Preliminary Official Statement dated September 6, 2023, and a final Official Statement dated September 13, 2023, be and hereby is ratified, confirmed, approved and adopted; That the Notes shall be dated as of September 22, 2023, and shall be payable on September 20, 2024; That the Notes shall be in the denomination of $1,000 or integral multiples thereof, except for one principal amount of $1,951, and subject to the provisions of this Vote, the Notes shall be in such form as the Treasurer and a majority of the Select Board shall determine or approve by their execution of the Notes; That the Notes shall originally be issued by means of a book-entry system evidencing ownership and transfer of the Notes on the records of The Depository Trust Company and its Participants unless the issuance of a fully registered note certificate is requested by the winning bidder and approved by the Town; and in the event of failure or termination of the book-entry system, U.S. Bank Trust Company, National Association, Boston, Massachusetts, shall issue replacement notes in the form of fully registered certificates and shall act as Bond Registrar, Transfer Agent and Paying Agent, therefore; That the sale of the Notes to TD Securities LLC with a coupon of 5.00%, at a price of $3,618,426.24, which is equal to the par amount of the Notes plus the reoffering premium of $43,542.05, minus the underwriter's discount of $2,933.81 and resulting in a net interest cost rate of 3.8586590% and a true interest cost rate of 3.7800325%, being the best bid received for the Notes, bearing interest at the lowest true interest cost, is hereby accepted, and the Town Treasurer be and hereby is authorized to deliver the Notes to the aforesaid purchaser or order against payment therefore; That the Treasurer be, and hereby is, authorized to execute and deliver a Significant Events Disclosure Certificate generally as described in the Official Statement relating to the Notes and to incorporate by reference thereto in the Notes such Certificate, both in such form as the signatories may approve by their execution thereof, and the obligation of the Town contained in such Significant Events Disclosure Certificate, is hereby approved and confirmed; and That the Notes to be issued pursuant to this vote may be secured by insurance or by letter or lines of credit or other credit facilities in accordance with the provisions of Chapter 44, Section 22C, of the General Laws, as the Treasurer or Finance Director, as appropriate, shall determine, and the Select Board, the Treasurer, and the Town Clerk be and hereby are, and each of them severally is, authorized to contract for and purchase, if necessary, any policy of municipal bond insurance with respect to the Notes, and each such officer may take all such action, and execute and deliver such certificates, receipts, or other documents as may be determined by them, or any of them, to be necessary or convenient to carry into effect the provisions of the foregoing Vote." We hereby certify that the foregoing is a true copy of the Vote adopted at the Meeting as appearing in the minutes thereof; that the Meeting was open to the public; that notice stating the date, place, time, and purpose of the Meeting was filed with the Town Clerk of the Town of Tewksbury and a copy thereof was posted in the Town Clerk's office or on the principal official bulletin board of the Town at least 48 hours, including Saturdays but not Sundays and legal holidays, prior to the time of the Meeting and remained so posted at the time of the Meeting; that no deliberations or decisions in connection with the Vote were taken in executive session; and that the official record of the Meeting was made available to the public promptly and will remain available to the public, all in accordance with Chapter 39, Section 23B, of the General Laws, as amended (the "open- meeting law"). Board Member Wellman seconded the motion. We further certify that five (5) members of the Select Board were present and voting throughout the Meeting and that the aforesaid Vote has not been in any respect amended or rescinded but still remains in full force and effect as of the date hereof. MOTION CARRIED: 5 - 0 - 0..” (Motion: Johnson, second: Wellman)

Read it in the official minutes, page 11 (PDF)

“MOTION: Board Member Wellman made a motion that the Select Board sign all documents related to the Bond Sale. Vice-Chair Mackey seconded the motion. MOTION CARRIED: 5 - 0 - 0..” (Motion: Wellman, second: Mackey)

Read it in the official minutes, page 13 (PDF)

“MOTION: Chair Johnson made the following motion: We, the undersigned members of the Select Board of the Town of Tewksbury, Massachusetts (the "Town"), hereby certify that the following is a true copy of excerpts from the minutes of a special meeting of said Board duly called and held on September 19, 2023, at 7:00 p.m., as further described in the Notice of Meeting attached as Exhibit A hereto and incorporated herein by reference (the "Meeting") and pursuant to due and proper notice of date, time, place and purpose of the Meeting given to each Select Board Member. The Meeting was attended by five (5) of the five (5) members of the Select Board, constituting a quorum and voting throughout, and the following vote was duly adopted by a vote of five (5) yeas and zero (0) nays (the "Vote"). "The Meeting considered the $28,285,000 General Obligation Municipal Purpose Loan of 2023 Bonds (the "Bonds") to be issued by the Town. The Town Treasurer reminded the Meeting that it had been decided that the Bonds should be advertised for sale by circularizing to leading investment bankers and banks situated in New England, New York, and other financial centers. That it had been decided that the Bonds should be sold to Morgan Stanley & Co. LLC. She reported that she had so advertised the Bonds for sale by distributing a Preliminary Official Statement and Notice of Sale dated September 6, 2023, and a final Official Statement dated September 13, 2023, prepared all in accordance with SEC Rule 15c2-12. The following were all the bids received for the purchase of said Bonds, each bid including interest accrued to date of delivery, namely, Bidder Par Amount True Interest Cost Morgan Stanley & Co. LLC $28,285,000 3.479857 Janney Montgomery Scott LLC $28,285,000 3.495537 KeyBanc Capital Markets $28,285,000 3.496010 Huntington Securities, Inc. $28,285,000 3.496771 FHN Financial Capital Markets $28,285,000 3.504921 Fifth Third Securities, Inc. $28,285,000 3.534148 Mesirow Financial, Inc. $28,285,000 3.559842 Citigroup Global Markets Inc. $28,285,000 3.570615 BNY Mellon Capital Markets $28,285,000 3.571988 Loop Capital Markets, LLC $28,285,000 3.583517 UBS Financial Services, Inc. $28,285,000 3.594872 Jeffries LLC $28,285,000 3.599207 J.P. Morgan Securities LLC $28,285,000 3.615031 BofA Securities $28,285,000 3.627611 Wells Fargo Bank, National Association $28,285,000 3.631999 Robert W. Baird & Co., Inc. $28,285,000 3.686438 Thereupon, after full discussion and upon motion duly made and seconded, it was "VOTED: That under and pursuant to Chapter 44, Sections 8(5) and 7(1) of the General Laws, and any other enabling authority, there is hereby authorized the issuance and sale of General Obligation Municipal Purpose Loan of 2023 Bonds (the "Bonds") of the Town for the purposes of (i) financing the costs of installing and replacing waterlines in the Town as described on Exhibit B, attached hereto and made a part hereof; (ii) financing the costs of the construction of a DPW/School Maintenance Facility; and (iii) financing the costs of issuance of the Bonds; That all action taken by the Town Treasurer in advertising for the public sale of Bonds of the Town authorized under Chapter 44, Sections 8(5) and 7(1) of the Massachusetts General Laws, as amended and supplemented, and by votes of the Town duly adopted as further described in Exhibit A attached hereto, which by reference thereto is hereby incorporated in and made a part of the minutes of this meeting and this vote, and, in that connection, preparing and distributing a Preliminary Official Statement dated September 6, 2023, and a final Official Statement dated September 13, 2023, be and hereby is ratified, confirmed, approved and adopted; That the Bonds shall be dated as of September 28, 2023, and shall be payable on March 15 in each of the years and in the amounts as follows: $1,590,000 in 2024; $1,470,000 in 2025; $1,540,000 in 2026; $1,580,000 in 2027; $1,600,000 in 2028; $1,595,000 in 2029; $1,590,000 in 2030; $1,590,000 in 2031; $1,590,000 in 2032; $1,590,000 in 2033; $1,255,000 in 2034; $1,255,000 in 2035; $1,255,000 in 2036; $1,255,000 in 2037; $1,255,000 in 2038; $1,255,000 in 2039; $1,255,000 in 2040; $1,255,000 in 2041; $1,255,000 in 2042; and $1,255,000 in 2043; That the Bonds shall be in the denomination of $5,000 or integral multiples thereof and shall be numbered consecutively; and subject to the provisions of this Vote, the Bonds shall be in such form as the Treasurer and a majority of the Select Board shall determine or approve by their execution of the Bonds; The Bonds maturing on and after March 15, 2033, are subject to redemption prior to maturity, at the option of the Town, on and after March 15, 2032, either in whole or in part at any time, and if in part, by lot within a maturity, at par, plus accrued interest to the date set for redemption; That the Bonds shall originally be issued by means of a book-entry system evidencing ownership and transfer of the Bonds; and in the event of failure or termination of the book-entry system, U.S. Bank Trust Company, National Association, Boston, Massachusetts, shall issue replacement bonds in the form of fully registered certificates and shall act as Bond Registrar, Transfer Agent, and Paying Agent, therefore; That the Bonds maturing in each respective year shall bear interest payable on March 15 and September 15 in each year, commencing March 15, 2024, at the respective rates per annum as follows: Principal Interest Year Amount Rate 2024 $1,590,000.00 5.000% 2025 $1,470,000.00 5.000% 2026 $1,540,000.00 5.000% 2027 $1,580,000.00 5.000% 2028 $1,600,000.00 5.000% 2029 $1,595,000.00 5.000% 2030 $1,590,000.00 5.000% 2031 $1,590,000.00 5.000% 2032 $1,590,000.00 5.000% 2033 $1,590,000.00 5.000% 2034 $1,255,000.00 5.000% 2035 $1,255,000.00 4.000% 2036 $1,255,000.00 4.000% 2037 $1,255,000.00 4.000% 2038 $1,255,000.00 4.000% 2039 $1,255,000.00 4.000% 2040 $1,255,000.00 4.000% 2041 $1,255,000.00 4.000% 2042 $1,255,000.00 4.000% 2043 $1,255,000.00 4.000% That the bid of Morgan Stanley & Co. LLC to purchase the Bonds at a price of $30,203,970.60, resulting in a true interest cost rate of 3.4808298%, being the best bid received for the Bonds, bearing interest at the lowest true interest cost, is hereby accepted, and the Town Treasurer be and hereby is authorized to deliver the Bonds to the aforesaid purchaser or order against payment therefore; That the Treasurer be, and hereby is, authorized to execute and deliver a Continuing Disclosure Certificate generally as described in the Official Statement relating to the Bonds and to incorporate by reference thereto in the Bonds such Certificate, both in such form as the signatories may approve by their execution thereof, and the obligation of the Town contained in such Continuing Disclosure Certificate, is hereby approved, and confirmed; and That the Bonds to be issued pursuant to this vote may be secured by insurance or by letter or lines of credit or other credit facilities in accordance with the provisions of Chapter 44, Section 22C, of the General Laws, as the Treasurer or Finance Director, as appropriate, shall determine, and the Select Board, the Treasurer and the Town Clerk be and hereby are, and each of them severally is, authorized to contract for and purchase, if necessary, any policy of municipal bond insurance with respect to the Bonds, and each such officer may take all such action, and execute and deliver such certificates, receipts, or other documents as may be determined by them, or any of them, to be necessary or convenient to carry into effect the provisions of the foregoing Vote." We hereby certify that the foregoing is a true copy of the Vote adopted at the Meeting as appearing in the minutes thereof; that the Meeting was open to the public; that notice stating the date, place, time, and purpose of the Meeting was filed with the Town Clerk of the Town of Tewksbury and a copy thereof was posted in the Town Clerk's office or on the principal official bulletin board of the Town at least 48 hours, including Saturdays but not Sundays and legal holidays, prior to the time of the Meeting and remained so posted at the time of the Meeting; that no deliberations or decisions in connection with the Vote were taken in executive session; and that the official record of the Meeting was made available to the public promptly and will remain available to the public, all in accordance with Chapter 39, Section 23B, of the General Laws, as amended (the "open- meeting law"). We further certify that five (5) members of the Select Board were present and voting throughout the Meeting and that the aforesaid Vote has not been in any respect amended or rescinded but still remains in full force and effect as of the date hereof. Board Member Wellman seconded the motion. MOTION CARRIED: 5 - 0 - 0..” (Motion: Johnson, second: Wellman)

Read it in the official minutes, page 14 (PDF)

“MOTION: Board Member Wellman made a motion to approve the policy changes as recommended by the Town Manager. Vice-Chair Mackey seconded the motion. MOTION CARRIED: 5 - 0 - 0..” (Motion: Wellman, second: Mackey)

Read it in the official minutes, page 18 (PDF)