Commission Meeting Minutes 5-12-25

Commission Meeting Minutes 5-12-25

Port Commission of the Port of Edmonds  Minutes of Regular Meeting
May 12, 2025  6pm

COMMISSIONERS PRESENT
David Preston, President
Janelle Cass, Vice President
Selena Killin, Secretary
Jay Grant
Ross Dimmick

OTHERS PRESENT
Jordan Stephens, Port Attorney
John Brock, Town of Woodway
Will Chen, City of Edmonds

Marian Dacca, Marian Dacca Public Affairs
David Marten, Elevate Government Affairs

STAFF PRESENT
Brandon Baker, Acting Executive Director
Tsz Yan Brady, Director of Finance and Administration
Brittany Williams, Director of Economic Development
Iliana Minkov, Leasing and Administrative Specialist
Brian Menard, Director of Facilities and Maintenance

I. CALL TO ORDER
President Preston called the meeting to order at 6pm.

II. FLAG SALUTE
All those in attendance participated in the Pledge of Allegiance to the American Flag.

III. ROLL CALL
All the Commissioners are present.

IV. APPROVAL OF AGENDA
COMMISSIONER PRESTON MOVED THAT AGENDA ITEM IX (EXECUTIVE SESSION) BE MOVED AFTER ITEM XI (DISCUSSION). COMMISSIONER CASS SECONDED THE MOTION, WHICH CARRIED UNANIMOUSLY.

COMMISSIONER PRESTON THEN MOVED THAT THE AGENDA BE APPROVED. COMMISSIONER GRANT SECONDED THE MOTION, WHICH CARRIED UNANIMOUSLY.

V. PUBLIC COMMENTS (Each comment shall generally be limited to 3 minutes or less and shall be limited to Port business)

There were no public comments

VI. CONSENT AGENDA
COMMISSIONER GRANT MOVED THAT THE CONSENT AGENDA BE APPROVED.
COMMISSIONER DIMMICK SECONDED THE MOTION, WHICH CARRIED UNANIMOUSLY.
A. Approval of April 28, 2025 Meeting Minutes
B. Approval of Payments in the amount of $358,129.94
C. Resolution No. 25-08 Identifying Delegated Authority in the Absence of the Executive Director

VII. CITY OF EDMONDS AND TOWN OF WOODWAY REPORTS
Will Chen (City of Edmonds) – Will Chen, City of Edmonds, provided an update from the day-long Council and City Staff Budget Retreat, which took place on Friday, May 9th.

John Brock (Town of Woodway) – no items were reported.

VIII. PRESENTATIONS
A. Legislative Report
Director of Economic Development Williams, introduced Marian Dacca of Marian Dacca Public Affairs, and David Marten of Elevate Government Affairs, who presented a comprehensive review of the Port’s Legislative Program. Their update covered state and federal funding developments, insights into the current political landscape, and relevant executive orders. The presentation concluded with a Q&A session.

IX. POSSIBLE ACTION
A. Award Contract No. 2025-527 Harbor Square Atrium
Acting Executive Director Baker made a request that the Commission authorize staff to award Contract 2025-527 to TRICO for the Harbor Square Building 1 Atrium Window Project.

COMMISSIONER PRESTON MOVED THAT CONTRACT No. 2025-527 HARBOR SQUARE ATRIUM BE AWARDED. COMMISSIONER CASS SECONDED THE MOTION, WHICH CARRIED UNANIMOUSLY.

B. Resolution No. 25-07 Authorizing the Change of Imprest Accounts
Director of Finance and Administration Brady made a request that the Commission approve Resolution No. 2025-07 to authorize the change of Port Imprest Account.

COMMISSIONER CASS MOVED THAT RESOLUTION No. 2025-07 BE APPROVED. COMMISSIONER PRESTON SECONDED THE MOTION, WHICH CARRIED UNANIMOUSLY.

X. DISCUSSION
A. Executive Director Job Posting/Delegation of Authority
Port’s Acting Executive Director Baker emphasized the importance of open communication and effective collaboration between the Commission and Port staff, recognizing that strong, two-way communication is essential for the Port’s success.

Port Attorney Stephens advised the Commission to clearly define the qualities they seek in the next Executive Director, ensuring the hire is a strong fit, and the delegation of authority aligns appropriately.

Commission President Preston led a discussion about the current delegation of authority in preparation for the upcoming Executive Director job posting. The Commission also highlighted the importance of incorporating staff feedback on both the delegation of authority and the job posting. Commissioners agreed to provide their input on the job posting by the next meeting.

XI. EXECUTIVE SESSION
Port Attorney Stephens announced that the Port of Edmonds Commission will move into Executive Session pursuant to RCW 42.30.110 (1)(c) at 7:35 pm and will last 30 minutes. The Executive Session will conclude at 8:05 pm, and at the conclusion, the Commission will return to the Commission meeting with action expected.

The Commission returned to the regular Commission meeting at 8:05 pm, and extended the meeting for 20 minutes. The Executive Session will conclude at 8:25 pm, and at the conclusion, the Commission will return to the Commission meeting with action expected.

The Commission returned to the regular Commission meeting at 8:25 pm, and extended the meeting for 20 minutes. The Executive Session will conclude at 8:45 pm, and at the conclusion, the Commission will return to the Commission meeting with action expected.

The Commission returned to the regular Commission meeting at 8:45 pm, and extended the meeting for 10 minutes. The Executive Session will conclude at 8:55 pm, and at the conclusion, the Commission will return to the Commission meeting with potential action expected.

The Commission returned to the regular Commission meeting at 8:55 pm with the following action:

Port Attorney Stephens made a proposal to the Commission to authorize Port staff to depart from the Letter of Intent with 1010 Development LLC regarding the following terms:
1. Base rent will begin annual adjustments as of the Effective Date at 2% per year until base rent commences.
2. Tenant termination option will require that Tenant attempts to assign lease for 6 months prior to exercising the termination option and that the Landlord may exercise their right to purchase the building at Fair Market Value (FMV) or $1.2M, whichever is greater.
3. If the Project materially changes or increases the number of rooms compared to what is listed in Exhibit C, and that results in additional required parking for code compliance, then Landlord and Tenant agree to negotiate in good faith to identify an agreeable location for the number of additional code-required parking stalls required for no more than a 4-story structure of a similar per floor unit count to what is listed in Exhibit C.
4. The guaranty cap shall be $500,000 during the whole Term.
5. The option extension shall be reset to FMV at option and not to exceed 120% of the prior year’s rent.

COMMISSIONER PRESTON MOVED THAT THE ABOVE PROPOSAL BE ADOPTED AND APPROVED. COMMISSIONER CASS SECONDED THE MOTION, WHICH CARRIED UNANIMOUSLY.

XII. EXECUTIVE DIRECTOR’S REPORT
Acting Executive Director Baker summarized the items to be addressed at the next meeting, including:
• Continued discussion about the Delegation of Authority to include Port Staff input and commissioner’s feedback.
• Role Report from Director of Economic Development Williams
• AAPA membership renewal
• Executive Director Job Posting/Description

Acting Executive Director Baker shared that port staff is ready to start posting Port Commission meetings on the Port’s YouTube channel for transparency and accessibility. After discussion, the Commission decided they wanted additional time to review the proposal and agreed to continue the conversation at the next meeting.

XIII. COMMISSIONER’S COMMENTS AND COMMITTEE REPORTS

• Commissioner Grant met with representatives from Edmonds Marsh Estuary Advocates to learn about their next steps.

• Commissioner Cass suggested having a potential guest speaker, Julie Schlenger, with the Snohomish County Marine Resources Committee.

• Commissioner Dimmick shared that he recently met with an Edmonds Marsh advocacy group and was very impressed by their dedication and impactful work, noting that their efforts are a valuable benefit to the Port.

• Commissioner Killin expressed her gratitude to the Port Staff, sharing that she is very proud to be a part of the beautiful work here, done by a really talented team.

• Commissioner Preston shared that he attended an Edmonds Yacht Club meeting and a Boy Scouts troop meeting where he discussed the process of being elected as a Commissioner. He will be attending the WPPA conference in Spokane with other Commissioners.

XIV. ADJOURNMENT
The Commission meeting was adjourned at 9:18 pm.

NEXT MEETING
Next meeting will be held on May 27, 2025.

Selena Killin,
Port Commission Secretary