Letter from Todd W. Alton to Jason Greene Docusign Envelope ID:F3BE053A-F393-4E76-A222-EA1394E92A68 20 —
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TRUST rt7 I7th Street,Suite I85C 303-295-0777 855 395-3954?FREE
1111 Denver,CO 80202 303.292-3492"AE www p.iblictrustaavrsors.corn
A DV ISORS
July 17, 2024
Mr. Jason Greene
Chief Financial Officer
City of Miami Beach
1700 Convention Center Dr.
Miami Beach, FL 33139
Dear Mr. Greene:
As part of Public Trust Advisors, LLC's(Public Trust's)continuing efforts to assist clients as
they work to strengthen communities nationwide, we have entered into a definitive
transaction agreement to combine the businesses of Public Trust with PMA Asset
Management, LLC ("PMA"). Established in 1984, PMA provides investment services to the
public sector across the country,very similar to Public Trust.
The management team at Public Trust is enthusiastic about this new partnership as it
brings together two companies with like missions to provide unparalleled service to our
clients. The combined companies will maintain this focus and our leadership is committed
to preserving the culture that we have carefully cultivated over the past 12 years.
Additionally, we expect that the key members of Public Trust senior management will
continue to play a management role in the combined company and can furthermore
assure you that there will be no change in our approach and commitment to providing
quality client service.
Upon closing, Pinnacle EquityCo, LLC, the parent company of Public Trust, and its equity
owners will combine with TA PMA Holdings, LLC ("Parent"), the parent company of PMA,
whereby,at closing,the equity owners of Public Trust will contribute their equity ownership
in Public Trust in exchange for equity ownership of Parent (the "Transaction"), after which
Parent will be renamed "PMA-PTA Holdings, LLC." As a result of this transaction, Public
Trust equity owners, including our partners at Flexpoint Ford, LLC, will acquire a
substantial equity ownership in PMA-PTA Holdings, LLC, and TA Associates Management,
L.P., the current majority owner of Parent, will retain a substantial equity ownership in
PMA-PTA Holdings, LLC. The Transaction to combine the businesses of Public Trust and
PMA is expected to close during the second half of 2024, subject to satisfaction of
customary closing conditions.
Public Trust currently provides investment management or administrative, investment
advisory, investment sub-advisory or other similar services to you (collectively, the
"Services"). Given that the Transaction may be viewed as a change of control of Public
Trust, your written consent to the "assignment" (within the meaning of the Investment
Advisers Act of 1940.as amended (the "Advisers Act"))of your agreements(as applicable)
is required for Public Trust to continue to provide the Services to you after the Transaction
closes.
Docusign Envelope ID:F3BE053A-F393-4E76-A222-EA1394E92A68
I
To ensure continuity of service with regards to your account(s), please indicate your
consent to the "assignment" (within the meaning of the Advisers Act) of your applicable
agreement(s)with PTA by signing the enclosed copy of this letter and returning it to us per
the instructions provided at your earliest convenience, but no later than September 3,
2024. Additionally, if you have more than one account with us, your consent will apply to
all of your accounts unless you indicate otherwise. Thank you for your prompt attention to
this matter.
We anticipate that you will find this news as exciting as we do. We very much value your
relationship and look forward to continuing to work together in the years to come. Should
you have additional questions, we welcome the opportunity to discuss this partnership
with you at greater length. Please contact John Grady or Jen Welsh at
jen,welsh@oublictrustadvisors.com.
Very trulV.. Ws,
Todd W. Alton, Chief Executive Officer
For the purposes of the Advisers Act,and in no way limiting Client's contractual right to
consent to any other assignment of the contract between Client and PTA,the undersigned
hereby:
x consents to the Transaction
does not consent to the Transaction
APPROVED AS TO
Name of Client: City of Miami Beach FORM& LANGUAGE
&FOR EXECUTION
Signature: (
Print Name: Eric T. Carpenter A im— ;�C ZN
i1 City Attorney HI to
Title: City Manager
Date: 10/14/24
Please return the signed copy of this letter to the attention of Jen Welsh,General Counsel by
email to legal@oublictrustadvisors.com.
p DocuSigned by:
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10/14/2024 I 2:36 EDT