The Health, Educational and Housing Facility Board

MINUTES OF REGULAR MEETING OF

THE HEALTH, EDUCATIONAL AND HOUSING FACILITY BOARD

OF THE CITY OF MEMPHIS, TENNESSEE

Wednesday, April 1, 2026

The regular meeting of The Health, Educational and Housing Facility Board of the City of Memphis, Tennessee (the “Board”) was held pursuant to public notice published in The Daily News on Wednesday, March 25, 2026, simultaneous posting to the Daily Memphian website at: www.dailymemphian.com, and the public notice was continuously published on the Board’s website at: www.memphishehf.com. The published meeting time was 12:00 Noon. The meeting was held in the conference room in the Board offices, located at 65 Union Avenue, Suite 1120, Memphis, TN 38103.

The following Directors were present:

Daniel T. Reid, Chairman                   Monice Hagler           

Buckner Wellford                               Cliff Henderson

Howard Eddings, Jr.                           Vincent Sawyer

Courtnee Melton-Fant                        

Staff and others attending: Trey McKnight, Stephanie Bryant, JP Townsend, and Nikki Abraham; Charles E. Carpenter and Corbin I. Carpenter, General Counsel; Katrina Shephard (Zoom) and Sariah Bell (Zoom), legal assistants to General Counsel; Cheryl Hearn, Deputy City Attorney; and Mike Humes, consultant to the HEHFB Strategic Planning Committee.

Also participating in person and/or via remote Zoom virtual platform were Matthew Battin of Pennrose and Dexter Washington, Luretha Phillips, and Deborah Payne of Memphis Housing Authority (MHA) representing Edgeview at Legends Park- Phase II; David Shores and Alex Shores of Multi-South Management Services and David Blatt representing Sterling Townhomes; Mary Linda Cuddy, Jan Kidder (Zoom), and Michael Peeler (Zoom) of Memphis Interfaith Coalition for Action & Hope (MICAH); Simeon Ike (Zoom) of Greater Memphis Housing Justice Project; and several members of the public were also present.

With a quorum present, the regular meeting of the Board was called to order at 12:00 Noon by Daniel T. Reid, Chairman.

Chairman Reid stated that in compliance with the Open Meetings Law codified in Section 8-44-101 to 8-44-108, inclusive of the Tennessee Code Annotated, as amended, The Health, Educational and Housing Facility Board of the City of Memphis, Tennessee is holding its regular meeting on Wednesday, April 1, 2026 @ Noon as an open public meeting in its conference room located at 65 Union Avenue, Suite 1120, Memphis, Tennessee 38103.

Chairman Reid stated supplemental Board meeting materials could be accessed on the Board’s website: www.memphishehf.com and reminded all attendees participating via remote access to enter their name and affiliated entities into the Zoom platform for record keeping purposes.

Public Comment

Chairman Daniel Reid opened the floor for public comment and advised that all comments should be limited to two (2) minutes per speaker.

There was no public comment.

Approval of Minutes

Buckner Wellford asked for an addition or correction to the minutes for March 4, 2026, to reflect his recusal from the discussion and vote regarding the Chelsea Flats Bond Inducement Resolution. There being no further questions of comments,

Cliff Henderson moved to accept the Minutes of the March 4, 2026 Regular Meeting with the correction of Buckner Wellford’s recusal from the Chelsea Flats Bond Inducement Resolution discussion and vote, which was seconded by Courtnee Melton-Fant and the motion passed unanimously after proper roll call vote of the Board members.

Attorney’s Report

Charles Carpenter presented the legal report, as follows:

1.      Carpenter reported receipt of two (2) new litigation matters for the month of March 2026:

a.       A vendor claim: Surface Medic vs The Boulevard Apartments PILOT property

b.      Notice from a law firm indicating a tort claim but included limited information. Carpenter stated his Firm has contacted the law firm to obtain further details and is awaiting a response but will keep the Board advised and handle these matters in the normal course of business.

2.      Carpenter reported Bond and PILOT activities for March 2026, stating that a TEFRA Hearing for Chelsea Flats was successfully conducted and approved by the Mayor's office, and the necessary documentation provided to the applicant for timely submission to Tennessee Housing Development Agency (THDA) for consideration in 2026 Round One for 4% low-income housing tax credits (LIHTC) and volume cap. Carpenter reported that Round One is now closed, and award announcements are anticipated during May 2026.

Carpenter reminded the Board that THDA receives all tax allocations statewide, and that the allocation is divided between single family and multifamily projects. Carpenter stated that because of the interest rate environment and requirements for single family development in the recent past, multifamily projects have benefited by receiving  more allocation and it remains to be seen how this dynamic will play out this year. Carpenter stated that THDA is very active and has even begun discussions for the 2027 Qualified Allocation Plan (QAP), and Carpenter’s Firm will continue to monitor these discussions and work with the advocacy groups to seek the best possible results for the Board’s multifamily programs.

Carpenter reported the successful Bond and PILOT closings for Surrey Apartments, an acquisition rehab project led by Alco Management, Inc.

Carpenter also reported the PILOT refinancing closing for Bridgeport Manor Apartments. Carpenter reported this was a laborious process that involved two different lenders and a host of different representatives for the PILOT Lessee, but the transaction has now closed and the PILOT Lessee will go forward with the rehab and other improvements promised under the written cure plan submitted to the Board, which will continue to be monitored by Board staff and external monitors. Carpenter stated that his Firm has emphasized to the PILOT Lessee and the lenders that this process is not over and is going to be subject to the PILOT Lessee operating in good faith to complete the cure plan on a timely basis in order to maintain the PILOT.

3.      Finally, Carpenter reported that Vanecia Belser Kimbrow, owner and representative of Feels Like Home Senior Living Residences, provided formal written notice this morning, April 1, 2026, that the PILOT Lessee is requesting Voluntary Termination of the PILOT for Feels Like Home Senior Living Residences, effective March 31, 2026. Carpenter stated that the notice committed to submitting all required reports due through March 31, 2026 to Board staff, although those reports have not yet been received. Carpenter reported that there are still outstanding PILOT payments due to the City and County taxing authorities, and there was a request from Kimbrow to the Shelby County Assessor’s Office in which the representative is seeking an adjustment on the assessed value for the period following the major fire in December 2022 until March 31, 2026. Carpenter stated that his Firm has preliminarily responded to Kimbrow to advise that the request for adjustment on the assessed value is not under the Board’s purview, and that the Shelby County Assessor’s office would be the proper entity to resolve the request. Further, Carpenter commented that this is a matter of first impression for the PILOT program and the Board has not been asked to participate in this matter by the Assessor’s Office.

Chairman Reid asked that considering the PILOT Lessee being so delinquent in submitting reports, has Board staff given a timeline on when the March 2026 reports would be required. Stephanie Bryant reported that Quarter 1 2026 Occupancy Reports that include data through March 31, 2026, are not due until April 30, 2026, based on Board policy. Buckner Wellford asked, assuming the PILOT Lessee clears up their issues, how long ownership would need to wait to reapply for a new PILOT. Carpenter stated that under the Board’s current PILOT policies and procedures, the Board has no definitive timeframe for that, but once the applicant is in good standing, Carpenter would think the ownership would be free to reapply at that time. Wellford stated that he would define “in good standing” to include payment of all outstanding PILOT payments. Wellford requested confirmation that the Board never reached the point of assessing a PILOT Compliance Deficiency Fee, to which Carpenter confirmed it had not.

Carpenter advised the Board that the lenders of the various PILOT properties are becoming more interested in learning about the Board’s program and his Firm has had different conversations with various lenders so that they can become more familiar, as many are out-of-state lenders, and this process is ongoing.

Carpenter advised that his Firm has also been working with working group for Covenant Gardens Senior to move forward with an anticipated closing in early June 2026. Carpenter reminded the Board that this property was approved for low-income housing tax credits (LIHTCs) and volume cap in 2025, but because of the federal government shutdown and other issues, the working group was successful in receiving a carry forward from THDA and is moving forward to closing June 2026.

There being no further questions or comments, the Legal Report was concluded.

 Action Items-

1.      Affordable Multifamily MHA PILOT Application for Legends Park Senior II, LLC (d/b/a Edgeview at Legends Park-Phase II)

Charles Carpenter introduced the first action item stating that this is a project advanced through the Memphis Housing Authority (MHA) in conjunction with Pennrose, which is a national developer that has worked successfully with MHA in the Memphis community. Pennrose, in conjunction with MHA, is also the developer for Edgeview at Legends Park- Phase I, which was a new construction senior facility at the site of the former Dixie Homes, and Phase I has been a success with completing 99 units. The success of Phase I, has brought the developer back before the Board to seek a PILOT for the proposed Phase II, which will consist of 60 units, and MHA remains involved in this process. Carpenter stated that his Firm and Board staff have successfully conducted the PILOT Application Submittal conference with the applicant, and the application complies with the Board’s PILOT policies and procedures. Thereupon, Carpenter turned the meeting over to representatives in attendance for further comment.

Dexter Washington introduced himself, Chief Executive Officer of MHA, Luretha Phillips, Director of Development for MHA, Deborah Payne, Project Manager of Industry Projects for MHA, and Matthew Battin, lead project manager for the developer partner, Pennrose. Washington thanked the Board for its consideration of the PILOT application and turned the meeting over to Battin for an overview of the project. Battin stated that the developer is pleased to have this opportunity for Edgeview at Legends Park- Phase II. Battin stated that Phase I was originally only intended to be a single-phase project with 99 units and given the success and lease up in only three months and demonstrated the immense need for affordable senior housing. Battin stated that in reviewing the project, it was determined that there was sufficient excess land on the parcel to create a Phase II, which gets back to the original intent of the community, which has planned for 160 units, but had to be scaled down to 99 units due to the COVID pandemic and supply chain issues following that.  Battin stated that this second phase is a pleasant surprise that gets back to the original vision, and the development team is excited for this opportunity.  

Carpenter added that based on the success of the tenant benefits provided with Phase I, the applicant plans to extend those tenant benefits to this second phase, which includes certain medical services to the residents and other things to help their lifestyle and help the seniors operate more efficiently on an independent basis. Buckner Wellford asked for further clarity on the security for the project. Battin stated that there is on-site security, and Phase I has not experienced many, if any, complaints from a security standpoint, but there is the added layer of on-site security along with full perimeter fencing, gated controlled access, both vehicular and pedestrian, and full coverage with security cameras. Wellford asked if the security cameras are monitored, to which Battin confirmed, stating yes and that all cameras directly link into the Memphis Police Department, so if there are any incidents, there is that direct interface. Wellford stated he is only asking for clarity because the Board usually sees a reference to physical security in the Tenant Benefit chart, and it was not included, but he assumed due to the success and the first phase that it was in place. Washington stated that both Phase I and Phase II get the benefit of being part of a larger community, and as Carpenter previously mentioned, this is on the former Dixie Homes site that was part of the MHA revitalization efforts and this phase sits on the back of the larger Legends Park site, which includes in total over 400 units that are part of this site development. Washington stated that Phase I construction and lease-up was completed in 2025, and there is another potential PILOT application coming before this Board that will deal with Legend Park South, which is located at the front of the Legends Park development and construction has not started there. Vincent Sawyer stated that he believes that this application should serve as a model for proposed PILOT tenant benefits, and he is very impressed with what is being proposed. There being no further questions or comments,

Howard Eddings, Jr. made a motion to approve the Affordable Multifamily MHA PILOT Application for Legends Park Senior II, LLC (d/b/a Edgeview at Legends Park-Phase II). Vincent Sawyer seconded, and the motion passed unanimously after proper roll call vote of the Board members.

Let the record reflect that Monice Hagler was recused from the deliberation and vote.

2.      Status Updates for PILOTs in Legal Default:

Carpenter stated that at the Board’s March 4, 2026 Board meeting, there were several other items that were deferred to today’s meeting, but due to religious holidays observed by those PILOT Lessees, the Board has postposed those agenda items to its April 29, 2026 Board meeting.

a.      Feels Like Home Senior Living Residences

This item was removed from the agenda by the legal report advising the Board that the PILOT Lessee has requested Voluntary Termination of the PILOT.

b.      Sterling Townhomes

Carpenter introduced this agenda item, stating that this is a property in Whitehaven that has been severely damaged by two (2) fires shortly after being added to the Board’s PILOT program in May 2025 before the PILOT Lessee could go through renovations of the project. This case presents a unique set of circumstances of first impression for the Board and Carpenter reminded the Board that his Firm issued a Notice of Legal Default to allow the Board all options available to it as it goes through this process. Carpenter reminded the Board that this property was on the Board’s February 4, 2026 Board meeting agenda, when no representative appeared at that meeting. The agenda item was then deferred to the Board’s March 4, 2026 Board meeting, in which David Shores appeared on behalf of the owner, who was unable to attend due to a travel emergency issue. Carpenter invited representatives in attendance today to introduce themselves and provide further comments on the status of the project.

Alex Shores of Multi-South Management Company introduced himself and David Shores, as well as owner David Blatt. Alex Shores stated that removal of debris began at the beginning of the year 2026. Alex Shores stated that the fire that did the most damage occurred in the center of the property, and the Memphis Fire Department knocked most of the buildings over into a pile of rubble, which Multi-South has removed. During removal, Alex Shores stated that the Health Department advised that they must go through asbestos surveys and testing prior to demolition of the last fire-damaged building on the south side of the property. Alex Shores stated that his team has gone through that process, and the Health Department has granted clearance to file a demolition permit for the final building, which is a ten (10) day turnaround. Alex Shores stated that once the permit is obtained, the contractor is prepared to tear down the final building, and he anticipates this whole process to be done and begin construction on repairs and renovation commenced on the remaining buildings by the end of May 2026 or early June 2026. Alex Shores stated that once those repairs are substantially complete, the property will be removed from the condemnation status.

Carpenter stated that one of the main issues was the insurance claim that is in litigation and asked (i) for a status update on that litigation, and based on the status of litigation, and (ii) what is ownership’s plan to move forward with rebuilding the community that is subject to the PILOT. Blatt stated that there is a trial date set for June 2026 that certain pre-trial motions and the expectation is that he will get past that and be able to start engaging directly with the insurance company on some kind of settlement, but this is where things are and it is subject to the legal process and legal schedule associated with that. Carpenter asked for the location of the pending litigation, to which Blatt responded that the litigation is taking place in California where the insurance defendants are based. Blatt stated he still has his commercial financing in place to proceed with the rehab and to date, the demolition has been funded through the draws associated with that, the repairs of the fire-damaged buildings that are salvageable will be funded with the commercial loan financing. Also, when Memphis Light Gas and Water (MLGW) gives the property the green light to install the transformers to provide electricity to those units that did not get damaged, he will proceed with that scope of work. Blatt stated that he has a proposed schedule associated with being able to bring units online and do work that needs to be done.

Carpenter stated that Board staff has asked for a written cure plan and Stephanie Bryant stated that there has been no communication from the PILOT Lessee or its representatives since January 6, 2026. Carpenter asked for clarity on what the PILOT Lessee is requesting for the Board to consider today, as the PILOT is in legal default status and the Board has all options available to it, including termination. Blatt stated that he purchased this property to rehab, bring online, and deliver units to the community and to the City. Blatt stated that the project has had a massive setback with the fires taking place, then Code Enforcement condemning the pile of rubble began this conversation and triggered the legal default status with the Board, and he and the management team have started to work to restore its standing with respect to the Board, then the Health Department has now gotten involved by driving by the property and observing the rubble, so he felt his team was being responsive to each agency and doing the necessary work of removing the debris to get this project back on track. Blatt stated that it has been his intent and attempt to be as responsive as possible to the city and all its agencies, but sometimes he is not getting clarity of direction. Blatt stated that receiving a Stop Work order because of the need for asbestos testing has set the project back two months, and he is trying to get some momentum going. Blatt stated that in terms of this Board, he is requesting more time to be able to bring this property back into good standing with respect to the Board because he sees the process and knows that math and he is trying to execute that and feels he is making progress. Blatt stated that he would like an opportunity to proceed and begin the execution of the business plan that was set out when this property was purchased.

Carpenter stated that as Bryant stated earlier, Board staff and legal counsel have received no communication since January 6, 2026, and it is April 1, 2026, and the Board has been clear from the beginning that communication was of the essence. This is an unusual circumstance, and the Board is not trying to be difficult, but this project is now in Environmental Court, Code Enforcement is involved, and there is a lot of heavy oversight with this project. Carpenter stated that this Board does not oversee asbestos testing, but it does know enough to know that the Health Department is not making the rules as it goes, and there are established rules and regulations in dealing with these types of issues. Carpenter stated that this is a serious issue with a level of scrutiny, and the lack of communication creates a lot of concern from the Board’s standpoint and the communication must improve for the project to be considered remaining in the PILOT program.

Blatt stated that he can appreciate that, but when the Stop Work order with respect to the asbestos testing arose, he thought it was something that would be quicky resolved due to there being a pile of rubble that posed no safety hazard, and it took a lot longer than expected and he was just in a holding pattern, which contributed to the drop off, but was not a disregard of any sort, but Carpenter’s point is well taken. Blatt committed to the Board that his team would provide more and better communication. Alex Shores stated that his team can see the finish line for getting out of condemnation notice status and for getting this project back on track with its original scope of work and this team is requesting time to get there and work out of legal default status to get back on track and deliver units. Alex Shores stated that he believes over the next couple of months his team can get the final fire-damaged building removed, repairs made to the fire-damaged buildings that are salvageable, get transformers installed, and get the project back on track.

Bryant stated that al the Shelby County Trustee is in the process of assigning the property a PILOT parcel number, there is no payment information available at this time from the Shelby County Trustee PILOT payment perspective, but the PILOT property does show a delinquent PILOT payment owed to the City of Memphis Treasurer in the amount of $5,831.51 and asked when that is anticipated to be paid. Alex Shores stated that they were unaware of the outstanding PILOT payment and would get that taken care of today. Bryant asked representatives what timeframe is being requested to get this project back on track. Alex Shores stated that the team is requesting until the end of June 2026 to get out of condemnation notice status from Environmental Court and Code Enforcement. Bryant asked if ownership has considered Carpenter’s comment to David Shores at the Board’s March 4, 2026 Board meeting concerning consideration of Voluntary Termination of the PILOT to resolve these outstanding issues and following that, reapply to the Board’s PILOT program. David Shores stated that it has not been considered and has not been discussed with ownership.

Buckner Wellford asked if the motion-specific court date in June is a dispositive motion, like a motion for summary judgement where the court is going to make some determination over coverage, or if it is a procedural issue. Blatt stated that the insurance company has made a motion to move the matter to Tennessee, saying that there is no jurisdiction in California. Wellford stated that it is procedural maneuvering in his view, and it is highly unlikely that there will be an insurance resolution until there are some disposition rulings on coverage issues, which could take months. Wellford stated that if the case is moved to Tennessee, it will delay it further, and he sympathizes with Blatt’s plight, but the Board’s legal default status is not meant to let properties remain in limbo indefinitely, so he is struggling with how the Board is supposed to deal with that. Wellford asked about the capital stack financing plan and asked if there is any imminent prospect of financing that is independent of insurance coverage where things could go forward, and ownership can deal with the insurance fallout. Blatt stated that when he was discussing draws, he is referring to commercial bank financing that he closed on at the time the PILOT was applied that is still available, and the insurance recovery process is a separate track. Wellford asked for confirmation that Blatt can move forward to which Blatt responded yes, stating that demolition and PILOT payments will be paid through this financing and the funds that remain will move the project forward. Blatt stated that he is trying to work through this process and is asking the Board to allow him to continue advancing that through further debris removal, bringing units back online, getting electric back onto the property with MLGW through transformer installations. Blatt stated that all of these items can get done, and he is not asking for a limbo period, and that there is a path for him to deliver units with funding that is in place, and the insurance proceeds are a separate legal track that he must pursue and he is providing the update as has been asked, and appropriately so.

David Shores stated that there is enough funding to finish this property. Wellford stated that is really the question he is asking, and it is more reassuring to him to hear that rather than waiting around for the insurance resolution. David Shores stated that if Blatt would have had the ability to rebuild all the units that were destroyed, the remaining funding would not be sufficient and insurance proceeds would have to come through, but the Memphis Fire Department chose to tear down 24 units and Code Enforcement has condemned the sites of the other two fires, so there is a substantial number of units to pull out of this. David Shores stated that ownership has the funding available from the existing loan to go rebuild the salvageable buildings. Wellford stated that this raises the issue of the current PILOT, as it was approved for a certain number of units and occupancy is based on that, if it is not more realistic to pay what is owed and start over because there does not appear to be a timeframe requirement and he wonders if that would be a cleaner approach to voluntarily terminate the current PILOT, return to the tax rolls for a short time, and reapply with a smaller number of units on the site with more realistic timeline.

Blatt stated that it is his intention to rebuild all the units, and while he thinks Wellford’s concern is well founded, he believes it is too early in the process to raise concerns, as he has no visibility into the timing with respect to this motion to dismiss or to move to Tennessee, and he does not believe the motion will survive when getting into the details because the defendants are based in California and there is personal jurisdiction on them in California and the judges are not going to simply let that go because there was a property or one of the parties that had a nexus to the state, but he will know in the next couple of months. Blatt stated that he has enough funding to continue the project and bring units online to a point and he is going to have much more clarity with respect to the insurance recovery somewhere along the way in that time frame while already delivering units, and if at that point the insurance matter is going to remain unresolved for some indefinite period of time and the Board feels that he is going to fall short when financing has run out, then that seems like a much riper conversation to have. Blatt stated that at this point he does not think he has enough visibility into when the insurance proceeds come because if he can get those in as he is already financing and delivering units, then he will be able to construct and replace those units that have been completely destroyed to form the project that what was originally submitted to the Board. Wellford stated that if this case is moved to Tennessee, that would be an appropriate point to think about it is going to take a while because the case will be starting over.

Carpenter asked representatives to quantify this for the Board to discuss the original number of units and what number will be able to be placed into service without insurance proceeds. David Shores stated that the original total number of units was 112 units, 30 units were destroyed, and the project now has 82 units. David Shores stated that he understands that Carpenter and Bryant are both saying that there is an option to voluntarily terminate and then reapply, and perhaps that is the route to take. Wellford stated that the Lessee is asking for more time to let this process play out and see if, in addition to the current financing, that this case can play out in California and is on track for resolution with potential to settle. David Shores agreed but stated that if the case is moved to Tennessee, that would be the time to consider voluntary termination to reapply with a new PILOT application, but if it stays in California, he expects the case to move to mediation. Alex Shores stated that is why the request has been made for more time until the end of June 2026 to get through this initial hearing and see if that judge pushes the case into mediation immediately, which would allow his team to provide an update to the Board that it appears the project is on track to get some insurance proceeds quicker, and would still have the potential to complete all 112 original total number of units. Blatt stated that mediation is a required step in California if the case remains there.

Cliff Henderson stated that in raising this above the insurance piece, he understands that the Board is another agency for this team to deal with and he also sympathizes with their plight, as Wellford stated earlier, but right now, the lack of communication and lack of response is the issue, and the Board is flying blind. Henderson stated that if Board representatives were to be called before Memphis City Council to discuss what is going on with this property, representatives would be unable to provide any updated information. Henderson stated that he understands that the action plan is in the team's heads now because it is being articulated orally here today, but the Board needs this in written form to review and understand what is happening to determine how best to proceed given the circumstances. Henderson stated that the Board wants to be supportive and wants to carry out the mission of putting more units online, just as the PILOT Lessee does, but the lack of response is the big issue. Henderson stated that if the Board can get the project plan and some of the contingencies on a timeline and keep Board staff and legal counsel updated, that would be great.

Alex Shores stated that he will commit to the Board today the he will provide an update every two weeks, whether that update is that nothing has happened in the last two weeks, or here are all the things that have happened in the last two weeks, but he will commit to those updates while this team gets through this process of trying to get the last building torn down and out of condemnation notice status. David Shores stated that an outline can also be provided of how things have gotten to this point today, and that can be provided by April 8, 2026. Alex Shores agreed, stating that he can go to the update provided in January and fill in the gaps from then until now, and then every two weeks provide an update to Board staff and legal counsel. Bryant stated that the concern is that these commitments for reports have been made before, and those updates were not provided, and if the Board does not receive these updates as committed today, the Board is going to be in a very difficult position. Chairman Reid stated that the Board is already in a difficult position today.

Vincent Sawyer stated that this brings up an interesting policy consideration that was mentioned earlier in that there is no time frame for remaining in legal default status and he thinks that the timeframe should consider the amount of time it would take to cure the deficiencies and consider real world issues like insurance issues. Henderson stated that he agrees, but the Board needs a cure plan to gauge that, and that is what is missing at this moment. Henderson stated that the sure plan that was requested is not in front of the Board, and ideally that is what the Board should be discussing right now, versus getting this update in real time from Blatt, Alex Shores, and David Shores. Henderson stated that the Board sympathizes with the situation of the fires and the insurance issues, but the Board has seen other properties go down a bad path for over a year or more, and that is what is trying to be avoided here. Henderson stated that the Board must understand if the PILOT Lessee should abort from this PILOT and come back to reapply or is there a path to come back up the line over the next 6-12 months and does it make sense to stay in the program, and that is what Henderson would like to see a discussion around.

Henderson stated that if the Board allows this to go through until June, the PILOT Lessee and representatives would need to come back before the Board and have that discussion. Monice Hagler recommended that the Board allow the PILOT Lessee until the Board's April 29, 2026 Board meeting to submit the written updates discussed here today, and if at that time the Board is satisfied with the reports, consider allowing the additional time requested through the July Board meeting to get through the court proceedings and appear before the Board with an updated plan. There being no further questions or comments,

Monice Hagler made a motion to allow Sterling Townhomes PILOT Lessee to provide the required written status update reports to the Board and PILOT Lessee representatives are to appear before the Board at the April 29, 2026 Board meeting, at which time the Board would review the written status update and consider additional time to cure compliance deficiencies.  Cliff Henderson seconded, and the motion passed unanimously after proper roll call vote of the Board members.

Vincent Sawyer asked why these are the only two options available and asked if the statute allows for a “pause button” so to speak of the PILOT. Sawyer asked if there is any type of penalty or decrease in term, and if the only option is to terminate and reapply in these types of situations. Carpenter stated that this is not the only option, and if the insurance had worked the way it was supposed to, then the claim would have been funded, and the PILOT Lessee would be on their way to continue forward with construction as originally planned, and the Board has experienced that before. Carpenter provided the example of Forum Flats located in Downtown Memphis that sustained a substantial fire, but there was no major insurance issue, and the PILOT Lessee was able to move forward with construction completion. Carpenter stated that this is an additional wrinkle that is not covered by statue or Board policy, and what complicated matters is that there is not a written plan before the Board, and the Board is only receiving verbal conversation. Carpenter stared that while he is not saying it is this case with this team, the Board has had verbal conversations with other PILOT Lessees that changes from meeting to meeting, and then things are 6-9 months down the road without improvement.

Carpenter stated that he thinks what the Board has just resolved is reasonable accommodation that will allow this issue to go forward with the status quo until a plan is received in writing and the Board will have a better yardstick to measure the good faith and progress of the PILOT Lessee. Sawyer thanked Carpenter for his comments, stating that he waited until the vote had concluded to ask the question because this is a reoccurring issue and the Board deals with this a lot and he expects that will continue, so he is just trying to figure out how does the Board approach this because it is going to be different every time as far as rehab of fire damaged properties and just trying to figure out if there is a move around in general. Carpenter stated that this is a good point, and the Board will have to take that into account, and with the reasonable minds that make up this Board, each of these situations is unique, and judgement will be exercised based on the facts and circumstances. Howard Eddings stated that the Board would have had more to consider if communication and reporting were done in the appropriate time. Eddings stated that although it has been mentioned earlier, this PILOT Lessee may lose more than 30% of its units based on fire damage, which at this point means the PILOT Lessee will not be able to meet the goal or objective relative to the number of units that have been committed to, which throws everything off, so it would make sense to start over, but from his vantage point, he would like to get more units online so that people can move a little more expeditiously toward that end. Eddings stated that, as the PILOT Lessee has already heard, this could have been solved through communication and submission of the written reports. There were no further questions or comments.

3.      New Board Policy Proposals

1.      All submissions by a PILOT Lessee or its legal counsel pertaining to an upcoming Board Meeting agenda item must be submitted to Board staff and Board legal counsel no less than seven (7) business days prior to the Board meeting at which the submitted information is due to be discussed and considered by the Board. Late submissions will not be discussed or considered, unless the submission involves an emergency such as fire, criminal activity, or other events deemed by Board staff as health and safety concerns to the PILOT property and/or its tenants.

Stephanie Bryant began by stating that this policy proposal is an effort to increase communication and promote timely communication from PILOT Lessees. Bryant stated that the Board’s discussion of Sterling Townhomes earlier in this meeting is an example of the need for this type of written policy, but another example just from today's meeting is that of the notice received just this morning from the Feels Like Home PILOT Lessee requesting Voluntary Termination of the PILOT in preparation for today’s meeting. Bryant stated that this PILOT Lessee appeared before the Board at its March 4, 2026 Board meeting and had approximately one month to advise Board staff and legal counsel of this but waited until the day of the next Board meeting to provide this notice, and that is because the Board does not have a written policy concerning submissions of this nature in preparation for an upcoming Board meeting. Bryant stated that she believes it would help the Board have better clarity and efficiency during Board meetings to add a policy like this as a written policy.

Courtnee Melton-Fant stated that in the example of Feels Like Home, she understands that in that circumstance, that would not be discussed as part of the agenda because the representative is not present, but in the circumstance when a PILOT Lessee or applicant submits something and are physically present and start talking about it, what does that look like in practice because that combination is different versus someone that is not present and the item can be removed from the agenda. Bryant stated that there are recent examples of this type of circumstance and referenced when Mendel Fischer and his legal counsel submitted information just before the February 4, 2026 Board meeting concerning the PILOT Refinancing matter. Bryant stated that the PILOT Lessee and legal counsel came into that Board meeting discussing something brand new, and the contention was that the Board could not truly consider that information because it had not had time to be properly reviewed by the Board, Board staff or legal counsel. Bryant stated that information should not be able to properly come before the Board if there has not been enough time to properly review it. Bryant stated that the Board would have the discretion to make an exception of course, but as a rule, it would help Board staff to be able to notify a PILOT Lessee or applicant that something cannot be discussed at the Board level until it is properly reviewed by Board staff, legal counsel, and the Board itself. Bryant explained this this is also why Board materials are generally provided to the Board one week prior to the Board meeting, to ensure Board members have that allotted time to review the materials and ask questions and prepare questions for that upcoming Board meeting. Monice Hagler stated that with this change, any information that is not submitted in the specified timeframe would not make it to the agenda, to which Bryant confirmed. Trey McKnight stated that if a PILOT Lessee or applicant tried to delve into something that is not submitted in a timely manner, the Board would stop the representative and let them know that the Board cannot discuss that.

Vincent Sawyer stated that the agenda will already include PILOT properties in legal default status. Bryant stated that this policy will not pertain only to legal default, but be a policy that covers all agenda items, but this occurrence does tend to happen more often when dealing with a PILOT property in legal default status. Bryant stated that there have been other circumstances when an applicant may submit amended information for a PILOT or Bond application, and because it was not submitted timely, the Board staff is not able to review it timely or incorporate it into the Board meeting materials timely. Bryant stated that this policy is also an attempt to ensure the Board meeting Public Notice is accurately prepared and published to reflect what will be discussed. Bryant advised that the Public Notice is published seven (7) calendar days prior to a regular Board meeting, and this policy proposal contemplates seven (7) business days for submissions to allow that window of time between receiving timely submissions and publishing the Board Meeting Public Notice.

Buckner Wellford stated that first, he does not want to limit this to applicants and their legal counsel, as applicants can have designated representatives, so he would like it to be understood that this policy is talking about the applicant, someone that is designated by the applicant to act on their behalf, and legal counsel. Wellford stated that second, he would like to build into this policy that the Chair of the Board can approve submissions that are submitted within that seven (7) business day timeframe to give to the Board members, and then the Board has the ultimate discretion, as there are occasionally situations where something is going on such as meetings with the Health Departments or MLGW is supposed to clear something, or there is an Environmental report, so sometimes there will actually be things that happen within that seven (7) day period that is appropriate for the Board to be updated on. Wellford stated that he believes this would be could for the Board to have as kind of a default rule and will probably improve compliance, but he would like to build in some discretion into the process. Monice Hagler stated that there is discretion build into this policy and includes “...unless the submission involves an emergency such as fire, criminal activity, or other events deemed by Board staff as health and safety concerns to the PILOT property and/or its tenants.” Wellford stated that things can happen where there is legitimately something that occurs that is worth calling to the Board’s attention within seven days and he does not want bureaucracy to interfere with getting something resolved versus waiting another 30 days, and if the Chair has the discretion in this policy to approve a waiver, then those situations will filter through the Chair. Sawyer stated that the policy may need modification to state health, safety, and other factors.

Carpenter stated that the points are well taken and what this is designed to do is to prevent surprise. Carpenter stated that there are so many lawyers and representatives that come before the Board and say they have sent something, and after the meeting, it is found that something was sent 30 minutes before the start of the meeting and no one has seen it, but representatives will use that. Carpenter stated that it is amazing that some representatives can speak with such confidence and credibility, but then it is found that what may have been stated in the meeting turns out to be completely false. Carpenter stated that with that being said, the Board needs something in writing that the Board can hold representatives accountable to, and so that the Board, Board staff, and legal counsel can have information on a timely basis to properly review the information and have the opportunity to ask questions. Carpenter stated that this is not being used to prohibit the introduction of new information that would be credible and helpful for the Board to make a decision. Carpenter stated that when we look back over the questions that are asked in staff meetings and internally, why does it take so long to get things done, and it is because credible information is not being provided on a timely basis and the Board is going on verbal representations that are being made and do not happen and the representatives do not follow up after the fact, but if the Board wants to leave it as it is, that is fine. Wellford stated that nobody is suggesting that the Board leave it as is, and the only question is whether the Board should build in that the Chair has the authority to waive that, and if the Board does not want to grant that authority to the Chair, that is fine, but he is just trying to make a suggestion to move it along. Corbin Carpenter stated that for the Board’s knowledge that while the Board’s policies and procedures are in place, every policy is subject to the Board’s discretion and can be determined on a case-by-case basis, so that discretion is built into every policy.

Cliff Henderson stated that he is comfortable with the way the policy is written because it includes the key words of “to be discussed and considered” and if the Board is considering something for a decision and that information needs to be submitted within seven (7) business days to allow Board staff and legal counsel to vet it, that is appropriate. Henderson stated that if the information is just a mere update that does not affect the decision, he believes the Board would be ok in listening to that, but if it affects a decision, like with the example of Bridgeport Manor representatives coming in to talk about parcels being separated, that information did not belong in that meeting, so for those reasons, he is comfortable with the way the policy is written. Sawyer stated that he shares Wellford’s concerns that the Board may limit itself, things can happen, and he can think of several different hypotheticals that do not pertain to health and safety but would be something that affected a decision and may be something that happened the night before a Board meeting. Sawyer stated that the way it is written makes it seem like the Board is not allowed that information. McKnight asked Sawyer to consider Corbin Carpenter’s comments that the Board always has the discretion to decide to hear something. Sawyer stated that if that is the case, then he is good. Wellford stated that the difference is that if the Chair had the discretion, it keeps the Board from having to argue every meeting whether to consider something that was submitted within the seven (7) business days. Hagler stated that she does not want to burden the Chair with the decision because then representatives will go straight to the Chair and ask for the exception and the Chair should not have that burden. Wellford stated that he understands that point.  Hagler stated that if Wellford wants to make the language more general if that is a concern, she would not be opposed to it. Wellford stated that it is not that big of a deal, and the Board can vote on this, as everyone agrees with the principles. Sawyer stated that he would recommend a sentence at the end that is a catch-all. Wellford stated that he is going to vote for it and see how it works, and Sawyer agreed that he is comfortable with it either way, and he made the comment only because he does not want to prohibit the Board.

Chairman Reid stated that from his vantage point, Board staff has always been willing to share information with him and legal counsel. Reid advised the Board that he, Board staff, and legal counsel meet the Tuesday prior to each regular Board meeting, and if something comes to Board staff or legal counsel that has either been properly vetted or not, that information is discussed during that prep meeting. Reid stated that Board staff has never withheld information, so he believes in keeping things on that same trajectory. Bryant stated that as a general comment to go along with Reid’s comments is that these are recommendations to test, and there will undoubtedly be a testing period. Bryant stated that both policy recommendations are an attempt to gain back control of Board meetings because these meetings are getting out of hand, PILOT Lessees are getting out of control, everything is becoming a case-by-case issue, and while things have been and will always be that way to some extent, things are getting so specific and so specialized with every meeting. Bryant stated that this is an attempt to try to put some better parameters around things to test, and if they do not work as designed, the Board can always revisit and modify the policy and remove it if necessary. Bryant stated that each Board member is a volunteer, and the Board is being asked to spend over three (3) hours in some cases at a regular Board meeting, and this may help to put some guardrails around these situations. Sawyer stated that if Board staff wants the policy written this way, he supports it. There being no further questions or comments,

Howard Eddings made a motion to adopt a new Board policy as follows:

“All submissions by a PILOT Lessee or its legal counsel pertaining to an upcoming Board Meeting agenda item must be submitted to Board staff and Board legal counsel no less than seven (7) business days prior to the Board meeting at which the submitted information is due to be discussed and considered by the Board. Late submissions will not be discussed or considered, unless the submission involves an emergency such as fire, criminal activity, or other events deemed by Board staff as health and safety concerns to the PILOT property and/or its tenants.”

Vincent Sawyer seconded, and the motion passed unanimously after proper roll call vote of the Board members.

2.       “Legal Default Compliance Deficiency Fee or Fine” associated with the Notice of Legal Default to be assessed and payable upon issuance of a Notice of Legal Default.

Bryant introduced this policy proposal, stating that when a PILOT property is moved to legal default status, the cost incurred by the Board at that point is between $5,000 and $10,000. Bryant stated that this proposal comes from an effort to discourage a property from reaching legal default status in a way that is more punitive. Bryant reminded the Board of the discussion at the March 4, 2026 Board meeting that included the potential of adding in a fine or fee earlier in the Board’s compliance step process to encourage PILOT Lessees to take the compliance step process more seriously. Bryant stated that many times, a PILOT Lessee does not begin real action to cure deficiencies on a PILOT property until the property reaches legal default status. Bryant stated that unfortunately, at the point of a PILOT property reaching legal default status, Board staff has exercised every tool at their disposal, and the “wheels are coming off” at the point, rather than being at the beginning of the process. Bryant advised the Board that Board staff are going to try some additional early intervention steps within the compliance step process to try to strengthen that, as it is a newly implemented process, and the Board staff will continue to work to refine it. As for a Legal Default Compliance Deficiency Fee, Bryant stated that beginning with a flat fee of $10,000 has been considered as a proposal, but in discussions with the Board Chairman, Board staff, and legal counsel on yesterday during the prep meeting for today’s agenda, the group also discussed that the Board has precedent for using original PILOT application fees as a basis for other fees charged, which would be a second option. Bryant stated that if the Board chose to go with that proposal, it could consider a fee of 50% of the original PILOT Application Fee at the Notice on Non-compliance step, if the Board should determine to impose a fee at that step. Bryant stated that the Legal Default Compliance Deficiency Fee is where this initial conversation began, but again this is a conversation on what direction the Board would like to go with this to get some guardrails around the number of projects that go into legal default status and to make sure PILOT Lessees understand that being under the Board’s four-step compliance step program is serious.

Cliff Henderson stated that he has an issue with this proposal because there is no specific recommendation outside of the $10,000 at Notice of Legal Default. Henderson stated that the Board could debate what to assess at each level, but he would rather Board staff come back and give the Board something to react to rather than the Board go back and forth across the table for an extended period. Corbin Carpenter stated that the Board’s current policy approved at the March 5, 2025 Board meeting includes a PILOT Compliance Deficiency Fee, but that is only triggered after three (3) months of being in legal default, so consideration of this type of policy would either revise the current policy or just replace it completely with a new fee structure that is more intentional and can be assessed to the PILOT Lessee earlier in the process. Corbin Carpenter stated that by the time a PILOT Lessee has been placed in legal default status and has remained there for three months or more, that is approximately a nine (9) month period. Henderson stated that he appreciates that, but what is being asked of the Board today is to consider many different factors along with current policy and he would rather see a written policy proposal that includes the current policy timeframe and the newly proposed recommendation so that the Board can efficiently gauge the proposal. Vincent Sawyer stated that Bryant has provided a couple of different options and asked if there is a preference. Bryant stated that she recommends a $10,000 fee when a PILOT property is placed in legal default status due to the cost that the Board incurs by the time a property gets to that status. Bryant stated that her recommendation for a fee at the Notice of Non-Compliance step would be $2,000.

Chairman Reid asked if a PILOT Lessee is aware that a PILOT property is in this compliance step process prior to the Notice of Non-Compliance being issued. Bryant stated that a PILOT Lessee is made aware that a PILOT property is in the step process at the Compliance Concerns step. Bryant stated that she is happy to revise this proposal and include the necessary details. Chairman Reid stated that he has no issue with a $10,000 fee once a PILOT Lessee is issued a Notice of Legal Default, as long as the PILOT Lessee knows that a PILOT property is in the compliance step process and knows what is looming in front of them if they get there. Sawyer asked what the Board would do in the case of a fire. Henderson stated that in the case of Sterling Townhomes with the fires as an example, he would say that if the PILOT Lessee complied, communicated, and provided a cure plan then the PILOT Lessee likely should not have that fee assessed, but if the PILOT Lessee did not communicate, he would be in favor of considering the fee being assessed because at that point the Board has spent more time on the issue, so there will likely be exceptions. Henderson stated that this goes back to why he would like to see this written out and gauge and determine what is being proposed and what are the potential exceptions. Henderson stated that he is supportive of applying some type of penalty, but there are nuances to this that need to be thought out and what the recommendation is and brought before the Board in a better fashion.

Chairman Reid stated that oftentimes, the Board staff is so worn out by the time a PILOT property gets to legal default status, and the Board really does not know the man hours, the back and forth, the chasing information, and all the effort that has been put forth. Buckner Wellford stated that if some level of fine was imposed earlier, it would cause PILOT Lessees to take the process more seriously earlier than they are doing it right now. Wellford stated that he likes the idea of assessing a certain fee at the level of Notice of Non-Compliance, when a PILOT Lessee has already been warned that the PILOT property is under additional oversight and scrutiny at the Under Observation step and the Compliance Concerns step, and the PILOT Lessee is assessed some level of fee at the Notice of Non-Compliance, and then a separate fee is assessed at the Notice of Legal Default step, and then the Board would always have the option to waive the fee in situations where the fee is not appropriate to assess it, but the fee would be assessed unless the Board says otherwise. Wellford reiterated that he does support a fee at the Notice of Non-compliance step. Sawyer stated that he would like to see a caveat included in the policy with similar language such as an emergency, fire, etc. Chairman Reid asked for confirmation that what is being proposed is that the policy include a fee to be assessed at the Notice of Non-Compliance step, and if the PILOT property proceeds up the step process, a second fee is assessed at Notice of Legal Default. Wellford stated that he would support a fee of $5,000 to be assessed at the Notice of Non-compliance level, with a separate fee of $5,000 to be assessed at the Notice of Legal Default stage, unless the Board decides to waive the fee in extenuating circumstances. Chairman Reid agreed that proposal is nice and clean.

JP Townsend stated that Board staff have had a lot of scenarios when there have been fires of different statuses, some sustaining damage of only a few units and others where the damage includes several buildings. Townsend stated that a fire of any level typically places a property immediately into an Under Observation status. Townsend stated that Board staff do not take lightly stepping a PILOT property up to the next stage unless there is a reason. Townsend stated that Board staff understands that there are insurance steps that a property must go through under the circumstances of a fire, but if there is communication from the PILOT Lessee and Board staff can observe movement in addressing outstanding issues, then the property is not moved up. Townsend stated that a property is only moved up when there is not consistent communication from the PILOT Lessee and/or no remedy to the deficiencies. Townsend stated that by the time a property is moved to Compliance Concerns, a walkthrough of the property is immediately performed with representatives of management and ownership to review the issues and requires a timeline to be submitted that outlines the cure plan to address the deficiencies or concerns. Townsend stated that Board staff already have some of these processes in place when it comes to fire and safety concerns. Wellford stated that as Bryant mentioned, it may be that the Board puts something in place to see how it is working and may refine the system to impose some level of fine even earlier in the process, such as at the Compliance Concerns level. Wellford stated that it is true that some PILOT Lessees do not take these notices seriously until the PILOT property reaches the Notice of Legal Default step and shows up. Wellford stated that many times, the PILOT Lessee does not even respond to the Notice of Legal Default, or it is right before the PILOT Lessee is due to appear before the Board.

Sawyer asked Townsend to walk the Board through the Feels Like Home Senior Living scenario when 2/3 of the property burns down and there is no possible way for the property to reach occupancy requirements, where would that property go first in the step process. Townsend stated that the property would be placed in the Under Observation step first. Townsend explained that wit that example, the PILOT Lessee shared with Board staff that they were working with the insurance company and there were plans to rebuild the site, but following those initial plans being shared, there was no additional communication from the PILOT Lessee. Townsend stated that following no communication, the project moved to Compliance Concerns, and a walkthrough of the property was performed with ownership and management. During that walkthrough, Townsend stated that ownership indicated again that there were plans to rebuild and additional renovations, and Board staff requested a construction schedule and timeline at that point, along with some other delinquent reports. Townsend stated that when the construction schedule and timeline is not provided, this failure initiates the PILOT property moving to Notice of Non-compliance, followed by Notice of Legal Default because the property was then not in compliance with any of the Board’s PILOT policies and procedures and could not cure the deficiencies in a timely manner. Sawyer asked if there would have been a possibility that the property not to have been placed in the Notice of Legal Default step. Townsend stated absolutely, and that PILOT Lessees are given so many chances to first communicate, but then to show good faith effort and progress that can be observed in working towards remediating the deficiencies, and if the PILOT Lessee is doing that and communicating well, then the PILOT property does not go up on the compliance step process. Townsend stated that Board staff may elect to keep a PILOT property at a certain level until the issues are completely resolved, but there is no purpose in moving a PILOT property up the compliance step process if the PILOT Lessee is doing what they committed to do. Trey McKnight stated that the word communication is key because if a PILOT Lessee is communicating, then Board staff typically understand what is going on. Sawyer stated that he understands, and there are still requirements, regardless of communication, and if a PILOT Lessee fails the requirement, he is just trying to figure out where they go.

Bryant stated that it typically takes a PILOT property a period of 9-12 months to reach legal default status. Corbin Carpenter stated that in order to be placed in legal default status, every reasonable or available remedy has been exhausted by Board staff and legal counsel, and there is nothing left to do but bring the PILOT Lessee before the Board to make a decision to terminate the PILOT or keep the PILOT in place for good cause shown. Cheryl Hearn asked what would happen if a fee were assessed, and the PILOT Lessee does not pay the fee assessed. Bryant stated that if the fee is assessed at a lower level of the step process, then nonpayment of that fee would typically move the PILOT property to the next level, but once the PILOT property reached legal default status, it would be up to the Board at that time to allow the PILOT Lessee time to pay the fee or terminate the PILOT. Chairman Reid stated that at that time, the PILOT property would properly come before the Board because it has been placed in legal default status, and then the Board would vote at that time, with the consideration that the fee obligation to the Board has not been paid. Wellford stated that this is the same way that the Board right now has the discretion to assess a PILOT Compliance Deficiency Fee or legal fees and would assume this would be handled the same way. Bryant agreed, and stated that the Board will be dealing with this type of situation at the April 29, 2026 Board meeting regarding a $2,000 PILOT Compliance Deficiency Fee that was voted on to be assessed for Coronado Manor and payment is due and has been billed, but if the payment is not received by the April 29, 2026 Board meeting, then it would be at the Board’s discretion to provide additional time or terminate the PILOT.

Carpenter stated that enforcement is always an issue, and one comment made by Board staff that originally got the Board here is that some PILOT Lessees do not take the matter seriously until the PILOT property is placed in legal default status, which includes appearing before the Board. Carpenter stated that it was asked in the prep meeting session of what if the PILOT Lessees were to come before the Board sooner in the step process to get their attention. Carpenter stated that PILOT Lessees can give various reasons and excuses for why they are experiencing issues, and an earlier Board appearance could be a consideration because the Board may not want to burden the PILOT property owners with more fees or fines. The Board’s primary goal being bringing the PILOT properties back into good standing as soon as possible. Hence, the question of what would be the be the best catalyst for bringing the properties into compliance: (i) is it putting monetary fines on the PILOT Lessees, or (ii) getting the PILOT Lessees before the Board sooner and holding them to their word to get the PILOT property back in good standing within a specified timeline, which is always a balance with pros and cons to each. Carpenter stated that this is the balance the Board is trying to determine, and not just to add more burden, but to have some effective way to generate a prompt response, because getting a PILOT property back into compliance sooner is the best opportunity, and the longer the property is out of compliance, the more issues arise, and it becomes more of a challenge to return the property to good standing. Carpenter stated that this gets back to communicating and getting back to having a definitive anticipated response from the Board, because if the PILOT Lessee thinks they can come before the Board with a good story and get more time, that is going to get one reaction, or the Board is viewed as a hanging judge and the PILOT Lessee will have to get their act together.

Bryant stated that there has also been internal discussion around inviting one Board member to either walkthroughs or virtual meetings with PILOT Lessees throughout the step process, and that would put a Board member at the table that is aware of the challenges and can speak to their fellow Board members from that vantage point, rather than having these PILOT Lessees continue to come in and provide these lengthy updates. Bryant stated that the purpose of these considerations is to try to alleviate meetings continuing to be focused around non-compliance, and it is easier to ask a Board member to spare 30 minutes to an hour to join the Board staff on a walkthrough or a virtual meeting that it is to ask all Board members to continue to sit through extended meetings to listen to excuses of PILOT Lessees that continue to remain in legal default over an extended period of time. Sawyer indicated he would be prepared to move forward on the fee structure proposed by Wellford. Wellford stated that Henderson suggested that the Board staff bring a revised proposal before the Board at the April 29, 2026 Board meeting. Henderson agreed, stating that he would like to see the fees Wellford proposed with some more structure around that. Bryant agreed. There were no further questions or comments.

Executive Director Report

a.       McKnight reported that the website is moving forward and stated that he has met with the project manager and website designer twice and there will be a framework put together and he will have something to share with the working group within two weeks for review to gather feedback. McKnight stated that the website is going live on July 1, 2026.

b.      McKnight reported that he will be putting together a PILOT portfolio tour for Memphis City Council and will advise Board members and staff of the dates and invite everyone to attend. McKnight stated that when he presented to Memphis City Council, it went so well that Councilmembers became very interested in the Board’s portfolio, and he has committed to putting something together to take Councilmembers around and let them see the great work that the Board does throughout the City. Chairman Reid stated that as soon as those dates are identified to please be sure to share that information with the Board, because if there are Memphis City Council members that are interested in what this Board does and who the members of the Board are, that would be good time spent together. McKnight committed that he would do that, and reported that he has already begun email conversation with Brooke Hyman, who does all the scheduling for Memphis City Council, and as soon as he gets between 5-7 dates, he will make sure the Board is well aware well in advance so that anyone that would like to attend can do so.

c.       McKnight reminded the Board that the 2026 NALHFA Conference will be taking place May 4-6 in San Antonia, TX. McKnight stated that he was able to attend the conference in 2025 and it was very educational. Chairman Reid stated that there are some courses for Bonds for Beginners and encouraged Board members and staff to attend those. McKnight reported that he will be attending the LIHTC courses and invited others to join him in that course as well.

d.      McKnight reported that he has been approached by Mayor Young and asked to attend one of his new initiatives called The Mayor Initiative Meeting, set to begin April 7, 2026, and is part of the Integrated Community Development Groups meeting. McKnight reported that Mayor Young’s office has put together a Memorandum of Understanding (MOU) that he has just received via email today, and he has submitted it to the Board’s legal counsel for review. McKnight reported that this group is made up of all the economic development groups and stated that Mayor Young wants all groups working together in conjunction with assisting Mayor Young in reaching his goal of 10,000 new housing units in the City. Cheryl Hearn asked who distributed the MOU, to which McKnight responded that it was from John Zeneah and the City Attorney’s Office. Hearn asked for confirmation that the MOU is between this Board, and other agencies and the City of Memphis, to which McKnight confirmed. Hearn asked if this MOU is final, and McKnight responded that it is not, and it was just received today from the City Attorney's Office and stated that he would share the MOU with Hearn. McKnight stated that he just received the MOU today, but the group met for the first time two (2) weeks ago, and the meeting included this Board, Economic Development Growth Engine (EDGE), Downtown Memphis Commission (DMC), Community Development Agency (CRA), and all other organizations to ensure that all are moving forward together in lockstep.

e.       McKnight reported that he, Dexter Washington of MHA, and Ashley Cash of City of Memphis Housing and Community Development (HCD) met with senator Raumesh Aleza Akbari on Tuesday, March 31, 2026, to introduce themselves and talk about each organization and the work that each does and how Akbari could assist with West Tennessee.  McKnight stated that Akbari was very helpful and spoke highly of Carpenter Law. McKnight stated that moving forward, he will continue to meet with elected officials to ensure each knows who the Board is and what it does and how each can assist the Board and West Tennessee if anything should appear in front of them.

f.        McKnight reported that Stella Maris project is still moving forward, which includes two affordable housing projects in the medical district. McKnight reported that the applicant is putting together the capital stack and anticipates filing PILOT applications to the Board within the next month.

g.      McKnight reported that he continues to meet with Mayor Young’s initiative team every other Monday.

Monice Hagler asked what is happening with the Shelby County Commission PILOT Ad Hoc Committee. McKnight stated that new members have been added to that committee, including former City Council member, Martavious Jones. Hagler asked if there have been any resolutions or actions? McKnight responded no and stated that he continues to meet with elected officials and plans to meet with Martavious Jones, hopefully in the next week. Buckner Wellford asked for confirmation that members of the Shelby County Commission PILOT Ad Hoc Committee have been appointed to that committee that do not serve on the Shelby County Board of Commissioners, to which McKnight responded yes. Carpenter stated that the state-level PILOT restriction legislation is not moving forward at this time and is being held in committee currently. There were no further questions or comments.

Operations Report

Stephanie Bryant presented the Operations Report as follows:

a. Review of Compliance Oversight for February 2026

Bryant began by reminding the Board of the four (4) levels of additional compliance oversight that were put into place by staff in 2024 and this report will review movement of certain properties within these four (4) levels: (i) Under Observation, (ii) Compliance Concerns, (iii) Non-Compliance, (iv) Legal Default. Bryant reported as follows:

March 2026 Compliance Review for April 1, 2026 Board Meeting

1.      Under Observation:

a.       One property was moved from regular monitoring to Under Observation status:

1.           Greenbriar Apartments: 96% occupancy rate; overall declining property conditions including leaks observed during two consecutive site inspections, excess trash, and general decline in external observable conditions of the property.

b.      One property was removed from Under Observation and placed into regular monitoring:

2.           River City Townhomes

c.       The following PILOT properties remain in Under Observation status:

3.           Grainge Hill: STATUS QUO- 93% Occupancy Rate; Some minor exterior soffit repairs remain outstanding, and no permanent solution has been identified or completed to address erosion issues at drainage ditch.

4.           Emberly Apartments (formerly New Horizon): PROGESS- Property is under construction; 60% Occupancy Rate; Property is Under Observation as a condition of the PILOT approval in April 2025; Property will remain Under Observation until construction is completed

5.           University Place II & III: PROGRESS- University Place II-84% Occupancy Rate, University Place III-85% Occupancy Rate; Property was moved down from Compliance Concerns to Under Observations during February 2026; PILOT Lessee has submitted a new application that was approved at the February 4, 2026 Board meeting, which will include recapitalization and renovation of the project.

2.      Compliance Concerns:

a.       The following PILOT properties remain in Compliance Concerns status:

1.           Luxe at Raleigh: STATUS QUO-94% Occupancy Rate; Property has submitted a timeline for remedies and staff will continue to review and observe conditions monthly; Some power washing of roofs has begun, but roofing issues remain, damaged windows, and excess trash.

2.           Timber Pines: STATUS QUO-78.9% Occupancy Rate; Some minor exterior items remain outstanding; all unit interior construction is still not completed; STOP WORK Order remains posted on Laundry Room; laundry equipment has been installed, but laundry room does not appear functional; drive remains under repair and has been under repair for several months.

3.      Notice of Non-Compliance:

a.       The following PILOT properties remain in Non-Compliance status:

1.           Mill Creek: SLOW PROGRESS- 69% Occupancy Rate; Very slow progress continues with siding repairs. The occupancy rate has declined. Due to slow repairs and declining occupancy rates, staff has issued a Notice of Non-Compliance on March 25, 2026.

2.           Villages at Harrisson Creek: STATUS QUO- 75% Occupancy Rate; No real progress has been made to the completion of this property; staff has issued a Notice of Non-Compliance on March 25, 2026.

3.           Residences at Lakeview: PROGESS- 70% Occupancy Rate; Staff issued a Notice of Non-Compliance on January 29, 2026; Lessee is on schedule with timeline/cure plan submission.

4.      Legal Default:

a.       The following PILOT properties remain in Legal Default status:

1.           Cedar Run: PROGRESS-80% Occupancy Rate; Some minor exterior items (soccer pad) remain outstanding, but consistent progress has been observed. Staff had planned to step down to regular monitoring in February 2026, but property went through a foreclosure on March 10, 2026, which resulted in Legal Default status

2.           Feels Like Home Senior Living Residences: DECLINE- 14% occupancy; Lack of progress with property rebuild following December 29, 2022 Fire to property; Walkthrough performed on September 17, 2025 and no cure plan was submitted by October 5, 2025; Notice of Non-Compliance was issued on November 12, 2025. Notice of Legal Default issued January 22, 2026; no written response submitted to Noice of Legal Default as of 03.25.2026.-To appear at the April 1, 2026 Board Meeting

3.           All four (4) PILOT properties in Shemano’s portfolio have been issued a Notice of Legal Default during January 2026: declining property conditions and occupancy rates; All Notices of Non-Compliance were issued on November 12, 2025; Notice of another change in management received on January 15, 2026 to Aurox Equities, effective January 1, 2026:

I.        Abington Apartments: DECLINE-54% Occupancy Rate; Legal Default issued January 22, 2026; To appear at the April 29, 2026 Board Meeting

II.     Country View Apartments: DECLINE-69% Occupancy Rate; no Q4 2025 Occupancy Report submission; Legal Default issued January 16, 2026; To appear at the April 29, 2026 Board Meeting

III.  Jamesbridge Apartments: DECLINE- 52% Occupancy Rate; no Q4 2025 Occupancy Report submission; Legal Default issued January 16, 2026; To appear at the April 29, 2026 Board Meeting

IV.  Lakes at Epping Way: DECLINE-55% Occupancy Rate; no Q4 2025 Occupancy Report submission; Legal Default issued January 22, 2026; To appear at the April 29, 2026 Board Meeting

4.           Bridgeport Manor: STATUS QUO-60% Occupancy Rate; Notice of Legal Default issued 04.17.2025; Property is working to close the PILOT Refinancing and is due to appear at the April 29, 2026 Board meeting.

5.           Coronado Manor: STATUS QUO-77.8% Occupancy Rate; Notice of Legal Default issued 04.21.2025; Property is due to appear at the April 29, 2026 Board meeting and has been assessed a  $2,000 PILOT Compliance Deficiency Fee, which has not been paid as of 03.25.2026; Property construction remains incomplete; To appear at the April 29, 2026 Board Meeting

6.           Sterling Townhomes: STATUS QUO- 0% occupancy; Notice of Legal Default issued 10.23.2025; PILOT Term: February 28, 2025- February 27, 2045; Property sustained two (2) fires in May 2025 and June 2025, causing substantial damage to the property, Insurance claim has been denied, and ownership is working on an E&O claim, but there is no resolution up to this point. No written update received since 01.06.2026; Health Department stated that Alex Shores is the contractor that moved forward with demolition without proper asbestos inspections prior to demolition work beginning- To appear at the April 1, 2026 Board Meeting

b. 2025 Annual Board Activity Review

1.      New PILOTs approved and/or closed in 2025:

a.       1,873 Total units (This is a combination of new and rehabilitated units)

 (1,359 units in 2024)

                                                              i.      New Units: 87 units (79 units in 2024)

                                                            ii.      Rehabilitated Units: 1,786 units (1,280 units in 2024)

1.      1,616 Units closed and PILOT applied (1,247 units in 2024)

a.       New Units: 0 units (79 units in 2024)

b.      Rehabilitated Units: 1,616 units (1,168 units in 2024)

b.      $195,256,157 New Capital to be invested in the City of Memphis (This new capital investment in the City will provide countless jobs within the community from both new and rehabilitated investment) ($194,602,877 in 2024)

i.        $131,610,883 New Capital invested for projects closed and PILOT applied ($184,202,877 in 2024)

2.      PILOT Term Extensions approved and closed in 2025: These projects were allowed to apply for an extended term per the Resolution passed by City Council in August 2018.

a.       466 Total units preserved (1,373 units in 2024)

3.      PILOT Refinancings approved and/or closed in 2025:

a.       1,857 units approved (1,477 units in 2024)

b.      639 units approved and closed

4.      PILOTs Involuntarily Terminated in 2025:

a.       706 units terminated in 2025 (960 units in 2024; 878 units returned to the program in 2025 via a new PILOT application approval)

5.      Bond Inducements approved and/or closed in 2025

a.       $152,800,000 Total Bonds Inducements approved ($84,200,000 in 2024)

b.      $82,300,000 Bond Inducements approved and closed ($13,700,000 in 2024)

Lastly, Bryant reported to the Board that she is in receipt of the Active PILOT Delinquent Report for PILOT payments due to the Shelby Country Trustee as follows:

 Bryant stated that she is working cooperatively with the Shelby County Trustee in resolving these delinquencies. Bryant stated that delinquent report i typically provided to her by the Shelby Country Trustee’s Office at the end of March each year, and upon receipt, Bryant reaches out via email to each PILOT Lessee with delinquent PILOT payments to notify them of the delinquency, remind them of the contractual obligation to timely pay PILOT payments as a participant in the Board’s PILOT program, and demand payment immediately upon receipt, or the PILOT will be subject to termination. Bryant stated that as an update to this list, the only outstanding PILOT payments as of today are #4, #5, #10, and #13 from the list (above). Chairman Reid stated that at the onset of the PILOT, the Board collects data for each lender, and upon notice of unpaid PILOT payments, that triggers an immediate default, which tends to help in clearing things up quickly. There were no further questions or comments.

Finance Committee Report  

Cliff Henderson presented the financial results for the month ending February 28, 2026. After discussion,   

Vincent Sawyer moved for acceptance of the Finance Committee Report for the month ended February 28, 2026, properly seconded by Howard Eddings, Jr., and the motion passed unanimously after a proper roll call vote of the Board members.

Strategic Planning Committee Update

Cliff Henderson began by stating that the off-site Strategic Planning Session for the Board will take place on April 13, 2026 when the Strategic Planning Committee will present discussion and proposed decision areas for the Board relative to safety and compliance, digital equity with the Smart Memphis fiber rollout, and some of the discussions with other nonprofits that want to partner with the Board relative to serving residents of PILOT properties. Henderson stated that during the upcoming strategy meeting, the Strategic Planning Committee will also review results from Chattanooga’s fiber initiative journey over the past fifteen years. Henderson reminded the Board that this upcoming off-site meeting will be from 11:00 am CT-3:30 pm CT at Junior Achievement of Memphis. Henderson turned the meeting over to Mike Humes for any further update.

Humes stated that he has reached approximately 75 strategic partners that, in one way or another, want to come alongside the Board and align with these efforts. Humes stated that these entities are already doing the work in different spaces from health, education, community, financial literacy, and other sectors, and this is a really robust group of partners across the spectrum. Humes stated that no representatives will be attending the off-site meeting, but he will be highlighting them and reviewing with the Board about who each group is and what the intended purpose for each group is. Chairman Reid asked that Humes be prepared to discuss a little bit about each group’s mission. Humes agreed and stated he would provide the Board with a pre-read prior to that upcoming off-site meeting that describes what each group does and how they fit into this strategic plan the Board is considering. Reid stated that it would be very helpful. Reid stated that until the Board took a tour and looked at Junior Achievement’s mission and footprint, he did not know the impact. Humes stated that he took Junior Achievement personnel to see Star Academy and Urban Roots because Junior Achievement includes an agriculture pillar and Urban Roots is a micro farm in north Memphis that has stood up two acres and is planning to stan up another ten acres so that their students can learn agriculture and eventually aquaculture as a possible career path, which aligns perfectly with Junior Achievement. Humes stated that this is not just the Board and the partner, but multiple partners that can work together.

Carpenter asked if the off-site Strategic Planning meeting will be dedicated to the digital divide or will there be an opportunity to have some other agenda topics? Henderson stated that the core is going to be around the digital piece, but there will be a large segment of safety and compliance that the Board will discuss, which will also touch on the Board’s website and some other things relative to how the Board can help staff and itself operate better in Board meetings, and then behind that will be digital equity discussion. Henderson stated that he would say there will be an educational information component around what Chattanooga went through and how that parallels with Memphis because there are a lot of good lessons learned from that, and there will be an update on where the Smart Memphis Fiber rollout status. Henderson stated that most things, if not included in the digital equity portion, will likely fall into the safety and compliance discussion. Carpenter stated that the reason he asks is because he has had inquiries from developers, both new construction and preservation or rehabilitation developers, and they have been looking to see if there would be some way to engage in discussions with the Board as far as some partnering, so just to have an opportunity to share some information along those lines. Henderson stated that he would prepare the Board by saying that there is enough information to hold a 2-day meeting, but a lot of the information is going to be focused into certain topics and agenda items to allow the Board the opportunity to inject topics and he anticipates some takeaway work, along with decisions for the Board about what is next, but it is going to be fully transparent and Henderson will be sending a pre-read out for the Board upon finalizing the presentation. Henderson stated that the presentation is approximately 95% complete, but he will reserve some time for any additions or changes.

Humes stated that he has connected with Pastor Causey of the Covenant Gardens Senior project, which is a new construction project, and has connected that working group directly with mStreet to understand the options available to the project with this new fiber rollout. Humes stated that the initial design of the Covenant Gardens project included building telecom rooms on every floor and running Cat-5, a 10-year-old technology. With high-speed fiber, the project will not require a buildout of those telecom rooms, saving the project between $350,000-$450,000. Howard Eddings asked if the developer will have to pay for the construction and installation of the fiber, to which Humes responded no. Humes stated that the cost of installation to the street is covered by mStreet, and then installation from street to home is covered by the Internet Service Provider (ISP), and gave the example of AT&T fiber installation for a residential home, and the customer does not pay AT&T to run the fiber, only the monthly subscription cost, so the installation cost is recouped by the ISP over time and that is part of the capital budget. Eddings stated that with commercial installation, the developer would typically have to pay for that installation. Humes stated that perhaps the developer may have to pay some, but the developer will not have to build old technology and telecom rooms, particularly in a case like this with new construction. Humes stated that because these are dwelling units, it is up to the tenant to have their own television or computer so that tenant would have fiber that they are able to plug into or have a Wi-Fi router. There were no further questions or comments.

New Business

There was no new business.

Chairman Reid stated that the next regular meeting of the Board is scheduled for Wednesday, April 29, 2026 @ Noon. There being no further business, the meeting was adjourned by the Chairman at 1:50 p.m.