MINUTES OF A PUBLIC MEETING OF THE BOARD OF DIRECTORS OF THE COMMUTER RAIL DIVISION OF THE REGIONAL TRANSPORTATION AUTHORITY

The Board of Directors of the Commuter Rail Division of the Regional Transportation Authority met in a public session for a Board Meeting on Wednesday, March 20, 2019 at 10:30 a.m. in the Board Room, 547 W. Jackson Boulevard, , Illinois, pursuant to notice.

ROLL CALL Members Present: R. Brown, R. Craig, D. DeGraff, S. Messerli, S. Palmer, J. Plante, J. Zediker, and Chairman Carlson. Directors Baldermann, Koehler, and Thames were absent.

SAFETY BRIEFING Manuel Rangel, Capital Track Roadmaster with the Engineering’s Department, gave the Safety Briefing. Director Craig indicated that safety is a goal of the Board and recommended a safety briefing video, appropriate for a roll call, from the Police Departments. Director Craig hopes that continued support is provided for a Board Member to attend APTA Safety meetings.

PUBLIC COMMENT Garland Armstrong asked Metra to alert commuters of detours when the upcoming underpass construction starts at the Elmwood Park Station. He asked Metra for assistance with municipalities that force the disabled from stations in inclement weather. He stated that the Palatine Police forced disabled persons in wheelchairs out of the train station during cold weather. Metra will talk with Palatine.

MINUTES Approval of the Minutes from the February 20, 2019 Meeting of the Board. Chairman Carlson called for a vote to approve the minutes of the February 20, 2019 Board Meeting. Director Palmer moved, and Director Craig seconded. With a roll call vote the motion carried with 8 ayes.

CONSENT AGENDA A. Capital Procurements from February 20, 2019, through March 19, 2019 A-1 Change Order for Metra Financial System Replacement A-2 Change Order for Hazel Crest Station Rehabilitation A-3 Contract for Radio and Messaging License Renewal A-4 Contract for Switch Ties A-5 Contract for Two-Way Radios and Accessories

B. Operating Procurements from February 20, 2019, through March 19, 2019 B-1 Contract for Bi-Level Coach and High liner Wheels B-2 Contract for Track and Platform Fasteners C. Intergovernmental Agreement for Metra to Contribute to the Cost of a New Commuter Station in Clarendon Hills (BNSF) D. Intergovernmental Agreement for Oak Lawn to Contribute to the Cost of Signal Improvements Required due to Planned Changes to 95th Street (SWS) E. Grade Crossing Improvement Agreement with the State of Illinois Department of Transportation – Rock Island Line, Beverly Branch (RI-BB) – Chicago F. Grade Crossing Improvement Agreement with the State of Illinois Department of Transportation and the Village of Franklin Park – Milwaukee District West Line (MD-W) – Franklin Park

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G. Ordinance for Bidding Regulations H. Resolution Approving 2020 Metra Board Meeting Schedule

Chairman Carlson asked if there were items anyone wanted pulled for discussion. Director Plante pulled A-1. Director Plante out that the project is well within budget. Chairman Carlson stated for the record, Cherie Kizer, Chief Information Technology Officer, and her team, has done a good job on this significant project. Director Craig stated even with the changes in the bidding process, change orders will still come up for Board review.

Director Palmer pulled A-2. He questioned if the project was underbid based on the total amount of the change orders. Chris Krakar, Chief Engineer Officer, and Janice Thomas, Senior Division Director, Diversity & Civil Rights, explained there were unforeseen issues that were beyond the contractor’s control. Director Plante emphasized the need for performance measures. Director Brown had a question on Item A-5. She asked what will be done with the old radios. Chris Krakar said the radios are obsolete and will be scrapped for parts or disposed of properly. Chairman Carlson called for a vote to approve the Consent Agenda. Director DeGraff moved, Director Plante seconded. With a roll call vote the motion carried with 8 ayes.

DISCUSSION WITH POSSIBLE ACTION Lynnette Ciavarella, Sr. Division Director of Strategic Capital Planning, presented an Ordinance, to amend the 2019 Capital Program, for Board approval to include: a $14,000,000 discretionary grant award from the federal Volkswagen Clean Air Act Civil Settlement, distributed to the Illinois’ EPA program to reduce emissions. This award along with $42,000,000, in RTA prior bond funds, will be used to purchase eight Tier 4 locomotives. The Positive Train Control, (PTC), project was awarded $2,058,163 under the Consolidated Rail Infrastructure & Safety Improvements, (CRISI), Program. A total of $22,500,000 in Metra retained earnings is being added to the Locomotive Purchase project. Metra is adding $6,500,000 to the Gresham Area Bridges project for concurrent construction. This amendment adds $100,000 for MED Bridges and $250,000 for MWD Bridges. Also included is $2,350,000 for ties and ballast, $1,000,000 for the MED Catenary Rehabilitation and a decrease of $1,000,000 for crossings. Federal funding added $450,000 for Chicago Union Station South Interlockers; $1,000,000 for Metra Electric Substation Improvements; and $1,550,000 for a new Communications Improvements project. Federal funding includes $500,000 for Rock Island Yard Improvements. $1,400,000 for construction of a sand tower system at the California Avenue Union Pacific Yard. Infrastructure Engineering projects were reduced by $3,400,000 and the funds were reallocated to specific capital engineering projects.

Director Messerli asked if the Volkswagen Settlement grant was continuous. Jim Derwinski, Executive Director/CEO, explained this was the first competitive award program from $109,000,000 the State of Illinois received from the Department of Justice and when additional competitive programs become available, Metra will apply. Directors Craig and Palmer asked about additional costs to run the Tier 4s. Jim Derwinski replied that the grant program was under the federal Diesel Emissions Reduction Act (DERA) program. Federal requirements require all new locomotives to be Tier 4 and the locomotives will be on one line and a life cycle cost analysis will be done. Chairman Carlson asked for a motion to approve the 2019 Capital Amendment. With a leave by the prior roll call, the motion carried unanimously.

RECEIVE AND FILE REPORTS A. Management Personnel Report for February 2019 B. Office of Business Diversity & Community Relations Report for February 2019

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C. Real Estate Report for February 2019 D. System Performance Dashboard for February 2019 E. Legislative Report for February 2019

Chairman Carlson asked if any Director wished to discuss the Receive and File Reports. Director Plante asked about the Legislative Report. He asked if the funding bill dropped and Sam Smith, Government Affairs Officer, replied that Local 150 Capital Bill had dropped. No discussion ensued after that.

STATE OF METRA OPERATIONS REPORT Bruce Marcheschi, Deputy Executive Director of Operations, reported for the month of February 2019 on- time performance was 88.2%. There were 1803 delays. Switch and signal, weather and human error were the primary delay causes. Delays caused by PTC were attributed to PTC back office operations mostly on the Union Pacific lines due to software issues. There were 19 mechanical delays caused by locomotives and 13 mechanical delays caused by coaches. On February 28 there were 167 delays due to Amtrak s signal/switch system crash. The shutdown, caused by human error, began at 8:45AM and Amtrak had the system up and running around 5:30 PM, but it inconvenienced over 60,000 passengers.

The Board expressed their dissatisfaction with Amtrak, stating that Amtrak had harmed Metra’s customers’ trust and Metra’s brand. The Board communicated the need to have control over trackage to provide reliable end to end service for its passengers. Director Craig added that customers with families expect reliable service when children must be picked up from daycare, schools, or activities. Director Palmer expressed his dissatisfaction with Amtrak’s apology and asked what Amtrak is doing for Metra customers. Jim Derwinski replied that he and Bruce Marcheschi are meeting with Amtrak, CN and UP leadership to address those and other issues and will convey the Board’s concern. Jim Derwinski stated that nationally, Metra still has the best on time performance and does so in a complicated territory. Partnerships have kept Metra on top. Director Palmer asked why a squash tournament was in a space used for overflow at Chicago Union Station. Jim Derwinski replied that Metra was not consulted.

MONTHLY FINANCIAL REPORT Tom Farmer, Chief Financial Officer, discussed the January results. Fare Revenue was under budget ($3.0M) or (9.6%). Mr. Farmer then asked Lynnette Ciavarella to comment on January Ridership.

Lynnette Ciavarella described three main factors contributing to the decline in January ridership. First was the partial government shutdown that affected Jan. 1 to Jan 25. 29,000 federal employees are in the Chicago area, and about 16,000 in Chicago proper. Second, we did not have a fare increase so January stockpiling of 10 ride tickets did not occur. Staff attempted to adjust for this, but since there has not been a year without a fare increase for a while, the adjustment suffered from a lack of recent data. Finally, the biggest impact to ridership was the impact of the polar vortex, with ridership about half of a typical week.

Tom Farmer resumed presenting. Other revenue was $0.3 million favorable ($0.2 million in leases and trackage and $0.1 million in Other Revenue), making total revenue $2.7 million unfavorable for the month. In the expense budget, Transportation was $0.7 million under budget, mainly labor-related. Engineering was $2.4 million unfavorable, mainly weather-related overtime. Mechanical was $0.4 million over budget, mainly unfavorable labor with some positive offset from favorable materials. Administration was under budget $2.6 million, the largest item being favorable claims performance, several smaller items including some items planned for Q1 2019 which actually occurred in 2018. Diesel fuel was $0.7 million under budget of which $12,000 (5,000 gallons) was favorable usage variance, the rest price variance. Metra electric power was $0.1 million favorable. January’s Recovery Ratio was 48.3%, below the budgeted

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51.3%; the unfavorability in revenue was not offset by the favorability in operating expense. Director Plante asked for a cost comparison of the 2014 and the 2019 Polar Vortex; Mr. Farmer indicated staff will meet and get him an answer.

STATION OPTIMIZATION DRAFT STATION EVALUATION POLICY Lynnette Ciavarella, presented the Draft Station Evaluation Policy for the Board to review, give feedback, and for concurrence to post on the website for public comment. Pending the public comments, a revised policy for Board approval will be tentatively presented in May. The policy is intended to support initiatives to optimize capital assets and ensure financial stability. The goals are to increase ridership, improve the customer experience, and build community support for Metra stations. Director Brown asked for another method for feedback on the draft policy besides the web posting. Janice Thomas replied, outreach with communities was taking place and they are working with media to identify more outreach methods including social media. Chairman Carlson and the Board consented to post the Station Optimization Draft Station Evaluation Policy on the website.

CEO REPORT On March 4, reverse-commute service to Lake County began and commuter feedback has been positive. On March 6, we were in Capitol Hill meeting with elected officials with Senators Durbin and Duckworth, Congressmen Foster, Lipinski, Schneider, Davis, Rush, Krishnamoorthi, Casten, Garcia, Congresswomen Kelly, Underwood, and Schakowsky. The topics discussed were PTC, our “Ask”, station optimization, and the recent Amtrak signal failure at Chicago Union Station. On March 11 Transportation, Housing and Urban Development Chairman David Price toured the 75th Street Corridor Improvement Project. He was part of the committee that awarded money to Metra for this project. On March 13, we met with the Secretary of the Illinois Department of Transportation Omer Osman, and Illinois Deputy Governor Christian Mitchell to talk about our challenges and the urgent need for a large capital bill. On March 14, we, alongside other agencies, testified in front of the House Transportation Sub-Committee, chaired by Illinois State Representative Luis Arroyo, for a capital bill. On March 15, we met with Senator Collins and Senator Sandoval to discuss the proposed Auburn Park station. On March 16, we met with Senator Collins’ office to talk about the Gresham station. The Illinois Department of Transportation allocated the funding for this project to move forward and we may have something for the May Board Meeting. Lynnette Ciavarella attended the CMAP MPO policy meeting to continue having a voice there. On March 16, Chairman Carlson and Jim Derwinski met with Speaker Madigan about our financial situation and need for a large capital bill. On March 17 and 18, we attended the APTA Legislative Conference in Washington, DC. There were discussions on PTC, ridership, trespassing, and grade crossings. Ridership is dipping everywhere in the nation except Texas. We participated in meetings with the FTA to get an overall legislative picture for 2019 and interest in an infrastructure bill. Governor Pritzker made the proposed Peterson Ridge station a priority and released the funding to us to move forward with this project. If a groundbreaking ceremony is planned, the Board will be informed. An RFP for new rail cars has been released.

Director Plante inquired about APTA’s trespassing prevention because of new FRA guidelines on this increasing problem and it should be included at the Safety Board Committee Meeting. Director Craig spoke about Metra taking the lead on safety and doing great things and what an opportunity for Safety Board Members to help spread Metra’s message at APTA safety meetings. Director Palmer asked for a report on the St. Patrick’s Day events. Jim Derwinski reported that preliminary numbers are positive, incidents are down, and the commuter experience is up because of extra trains. Safety was the priority and it was better than past years because of crowd control.

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Joseph Perez, Chief of Police, reported that the Police and Transportation Departments worked closely on train schedules, adding extra cars, deploying extra staff, and contracting security to help eliminate overcrowding. Using the electronic ticketing system, street carding resulted in increased fare revenue. There was decreased juvenile drinking and fewer arrests. Feedback is positive over enough seating for families, and with police presence. A combination of agencies made the event a success. Director DeGraff is glad the unions came together to make this event a success. Director Palmer asked if Metra Police assisted during the Chicago Union Station shutdown and Chief Perez replied the Police Department had assisted.

NEW BUSINESS No new business was discussed.

Motion ADJOURN TO CLOSED SESSION, PURSUANT TO THE OPEN MEETINGS ACT, FOR MATTERS RELATING TO DISCUSSION OF MINUTES OF CLOSED MEETINGS AND/OR DISCUSSION ON THE PURCHASE OR LEASE OF PROPERTY FOR METRA’S USE, INCLUDING MEETINGS HELD FOR THE PURPOSE OF DISCUSSING WHETHER A PARTICULAR PARCEL SHOULD BE ACQUIRED AND/OR THE SETTING OF A PRICE FOR SALE OR LEASE OF PROPERTY BY THE PUBLIC BODY; AND/OR DISCUSSION ON LITIGATION WHEN AN ACTION INVOLVING METRA HAS BEEN FILED AND IS PENDING BEFORE A COURT OR ADMINISTRATIVE TRIBUNAL, OR WHEN THE BOARD FINDS THAT AN ACTION IS PROBABLE OR IMMINENT, IN WHICH CASE THE BASIS FOR THE FINDING SHALL BE RECORDED AND ENTERED INTO THE MINUTES OF THE CLOSED MEETING PURSUANT TO SECTION; 2 (C) (5) (6) (11) (21).

Chairman Carlson moved to adjourn to session and asked for a vote by leave from the prior roll call. Director Messerli moved, and Director Plante seconded. With a leave by the prior roll call, the motion carried unanimously.

The Board adjourned at 12:42 p.m.