Unofficial Minutes USF Board of Trustees Regular Meeting University of South Florida St. Petersburg - Campus Student Center December 4, 2018

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Unofficial Minutes USF Board of Trustees Regular Meeting University of South Florida St. Petersburg - Campus Student Center December 4, 2018 Chair Brian Lamb convened the regular meeting of the USF Board of Trustees at 9:30 AM. Chair Lamb welcomed everyone to the winter meeting and thanked USF St. Petersburg Regional Chancellor Martin Tadlock for hosting on the St. Petersburg campus. Chair Lamb provided a brief overview: Chair Lamb reported on a recent meeting with the Board of Governors. The USF St. Petersburg housing project was presented. There was unanimous support by the BOG. On behalf of the Board of Trustees, Chair Lamb commended the USF leadership team on their tireless efforts. Chair Lamb gave special thanks to Trustee Stephanie Goforth, who was instrumental in the process. The Chair announced the upcoming Commencement ceremonies in which over 4000 students will graduate from the USF campuses between December 7 th and 10 th. There will be 7 ceremonies. A Trustee Summit was held in Boca Raton at the Florida Atlantic University. There was excellent representation from the USF BOT members. President Judy Genshaft called Roll with the following Trustees in attendance: Trustee Michael Carrere came in late, missed roll Trustee Stephanie Goforth Trustee Oscar Horton Trustee Moneer Kheiredinne Trustee Brian Lamb Trustee Deanna Michael Trustee Harold Mullis Trustee Les Muma not in attendance Trustee John Ramil Trustee Byron Shinn Trustee Charles Tokarz Trustee Nancy Watkins Trustee Jordan Zimmerman New Business Action Items FL 101 Approval of Minutes September 4, 2018 September 10, 2018 September 14, 2018 October 5, 2018 November 5, 2018 After correcting a typo in the September 14 minutes Trustee Stephanie Goforth moved for approval with a second from Trustee Charles Tokarz and the minutes were unanimously approved.

Consent Agenda (FL 102 FL 107) Academics and Campus Environment Committee Approved Items FL 102 Approval of Tenure as a Condition of Employment, USF FL 103 Approval of Tenure as a Condition of Employment, USFSP FL 104 Approval of Program Productivity Update FL 105 Approval of Proposed B.S. Cybersecurity FL 106 Approval of Renewal of Florida Statewide Mutual Aid Agreement Finance Committee Approved Item FL 107 Approval of DSO Thresholds Trustee Goforth commented on behalf of the ACE Committee and recommended approval for all of the items. Trustee Oscar Horton moved for approval with a second from Trustee Hal Mullis; the ACE Committee items were approved unanimously. Chair Lamb commented on behalf of the Finance Committee and moved for approval on the item with a second by Trustee Goforth. The Finance Committee item was approved unanimously. The United Faculty of Florida representative Dr. Arthur Shapiro was not in attendance. New Business Action Items (FL 108 FL 110) FL 108 Approval of Presidential Position Description Vice Chair of the Presidential Search Committee Rhea Law presented FL 109 President Judy Genshaft will be retiring from her position as President/CEO of the USF System effective July 1, 2019. To find her replacement, the Board of Trustees, in accordance with Florida Board of Governors regulation, convened a 15-person search committee and hired the firm Greenwood/Asher & Associates to assist in facilitating the search and identifying candidates to become USF s 7th President. The Presidential Position Description outlines desired qualifications for USF s next President and was finalized during the Presidential Search Committee s workshop/meeting on November 29, 2018. Committee Chair and Trustee Les Muma and the consultants from Greenwood/Asher went on a listening tour where they visited all campuses on November 15 (USFSP and USFSM) and 28 (USFT); they met with respective campus leadership, including faculty, staff and students. In addition, an online community input survey was sent to over 60,000 constituents and made available on the USF website. A total of 777 responses were collected with the following breakdown: 128 from alumni/community members, 131 from faculty, 351 from students, 153 from staff, and 14 non-designated. The successful candidate must have the vision, commitment and leadership skills to achieve the university s ambitions for sustained preeminence and to lead world-class faculty. They must also show a commitment to foster the growing national reputation of USF, which consists of

campuses in multiple locations in Tampa, St. Petersburg and Sarasota-Manatee, with synergy in all aspects of its education, research and service mission in a changing global economy and higher education environment. Lastly, the successful candidate must be committed to continue the university s success in serving a broad socioeconomic cross section of society with equal student performance. The search committee will consider candidates under the totality of the following desired qualifications: (For the full listing of qualifications please refer to the Presidential Search Committee website.) Ms. Law commented on the outstanding job of consultants Greenwood/Asher on the depth and academic landscape as well as providing insight. She informed the Board that the next step is for the university and consultants to create and publish a marketing piece for prospective candidates. Trustee Deanna Michael had comments surrounding shared governance and collaboration with faculty and Trustee Horton commented on the robust process. Vice Chair Jordan Zimmerman commended the search committee on their process and Trustee John Ramil commented on the committee s process of seeking input from all constituents of various areas. Trustee Tokarz commented on the communication between the search committee and various areas. Trustee Nancy Watkins commented on the difference of using mandatory versus desired as it relates to qualities the Board is seeking in USF s next President. Trustee Goforth commented that, at the suggestion of the search firm, the committee is moving more towards listing qualifications as desired. Ms. Law referred to an article in The Wall Street Journal that there are currently nine universities in search of a new president and USF will need to differentiate itself to attract candidates with high qualifications. Chair Lamb commented that the search is being conducted with consistency towards USF s long-term strategic thinking. Trustee Ramil moved for approval of the qualifications with a second from Trustee Watkins. The motion was unanimously approved. FL 109 Approval of President s 2017 2018 Performance Evaluation A powerpoint was provided with a breakdown of the President s goals and the amounts of her potential stipend. (See the BOT website for a copy of the presentation.) The President s goals are based on BOG- and BOT-approved USF System Accountability Plans and the USF Tampa Preeminence Plan. In addition, some goals are tied to the respective strategic plan that affects the USF System. Per the President s contract for the term July 1, 2017 June 30, 2018, the President is eligible for a total of $300,000.00 via a performance-based compensation stipend. The Governance Committee may award up to 70% ($210,000.00) of the stipend with the remaining 30% ($90,000.00) awarded by the Chair of the Board. These amounts are considered and awarded based upon the President s performance with respect to the goals and objectives approved by the Board at their October 12, 2017 meeting.

Vice Chair Zimmerman informed the Board on behalf of the Governance Committee that they are recommending the full 70% of their portion, totaling $210,000.00 be awarded to President Genshaft. He then highlighted a few of President Genshaft s accomplishments during 2017-2018. Goal 1: Research Goal 2: Revenue Generating Funds Goal 3: Student Success Goal 4: Strategic Initiatives The System was top tier for Performance Base Funding There was a strong academic class during 2017-18 with an average GPA of 4.09 and SAT scores of 1283. USF was successful in record breaking Research expenditures of $568 million in research expenditures and $489 ½ million in total contracts and grants. The USF System was ranked #5 for US Patents among public Universities and #12 worldwide among universities receiving US Patents. The USF System sustained AA 2 Moody Ratings, stable outlook credit ratings and SMP strong ratings. USF surpassed the annual fundraising goal by more than $5 million raising more than $85 million. The USF System Faculty and Staff campaign raised $7.1 million with an all-time high of 55% participation. Morsani College of Medicine had the highest average MCAT scores in the state among public and private universities. President Genshaft was recognized as a Lightning Community Hero. USF was named a Florida Preeminent University by the Board of Governors USF was accepted to Phi Beta Kappa. Vice Chair Zimmerman commented on areas where USF can improve. Completing the fundraising for the downtown Tampa USF Health Morsani College of Medicine and Heart Health Institute and the football practice facility. Focus on enhancing student success Meeting the Performance Base Funding approved by the Board of Trustees and the Board of Governors as well as the respective work plans. On behalf of the Governance Committee, Vice Chair Zimmerman asked for a motion to approve that President Judy Genshaft be awarded the full 70% of the total potential stipend, which will be $210.000.00. Trustee Goforth made a motion, with a second by Trustee Mullis and was unanimously approved by the Board. Trustee Mullis made comments about the transformation of USF under President Genshaft s leadership. Trustee Ramil commended the procedure taken by the Governance Committee based on the decision to award President Genshaft 70% of the stipend. Trustee Byron Shinn commented on the procedure of the Governance Committee and goals which were barely missed

but overall performance was outstanding. Vice Chair Zimmerman thanked President Genshaft for her commitment and extraordinary leadership. Chair Lamb discussed the remaining 30% of the stipend at his discretion to award: The Chair discussed getting feedback from key stakeholders such as State University System Chancellor Marshall Criser and elected officials in and around the region and at the state level. They all had a tremendous amount of support for President Genshaft. The Chair s personal interaction with President Genshaft, which he remarked as outstanding and he hopes that future presidents can mirror her leadership and continue to improve the regional campuses and position them to become preeminent. The President s transparency. Chair Lamb announced that he will be awarding 95% of the 30% at his discretion ($85,500.00), which brings the President s total stipend to $295,500.00 (98.5% of the total possible stipend). Chair Lamb congratulated the President on an exceptional year. President Genshaft acknowledged the committed USF System leadership team on all three campuses of their incredible support. FL 110 Approval of Operating Budget for USF Parking Facilities Revenue Bond University Treasurer Fell Stubbs presented the item and informed the Board that the Auxiliary Facilities Bonds Operating Budget is due to the BOG in February 2019. The FY 2019-2020 Operating Budget for the USF Parking Facilities Revenue Bond, Series 2016A ensures that debt service coverage complies with bond covenants and remains at levels to maintain or improve credit ratings, and ensures that reserves are maintained at an appropriate level. Chair Lamb had questions concerning the completion of the parking study. Trustee Goforth questioned if this item will be going before the ACE Committee. Trustee Goforth made a motion to approve with a second from Trustee Mullis and the motion was approved unanimously. Trustee Deanna Michael questioned if the study will include information concerning transportation and parking at the regional campuses. Trustee Ramil had questions concerning recommendations in increased parking fees. Chair Lamb commented that the study should include consolidation otherwise its incomplete. The Chair asked to consider the students perspective in the study. New Business Informational Items

Update from Consolidation Planning and Implementation Task Force on Consolidation Efforts Consolidation Task Force Chair Jonathan Ellen presented a power point presentation which provided information on: Consolidation Task Force Update. Student Access Recommendation Shared Governance / Transparency Recommendations Student Success / Academic Programs Recommendations Next steps Consolidation Task Force Sub Committees Trustee Mullis reminded everyone that the legislature mandated the USF Board of Trustees to manage the USF System into a single accreditation by July 1, 2020. The Task Force is charged with delivering the final report to the Board of Trustees by February 15, 2019. The internal Consolidation Implementation Committee is required to deliver their final report on the same date. The Board of Trustees is required to produce and submit to the Board of Governors on March 15, 2019, a consolidation implementation plan timeline to the Board of Governors. Trustee Mullis thanked Dr. Ellen on his support. Trustee Shinn commented on the challenges of the Consolidation Task Force. Trustee Goforth encouraged the Task Force to continue to hear and address the issues from the regional campuses. Chair Lamb made comments that the Board will have to pull together a timeline plan and asked for recommendations from Huron Consulting Group, Trustee Mullis and the team. Trustee Mike Carrere had comments concerning timing and the due dates of the final reports. Trustee Mullis commented on the enormous support and experience that Peter Stokes and his team at the Huron Consulting group has brought to the consolidation task force. Huron Consulting Group Managing Director Peter Stokes provided an update on the Consolidation efforts. USF Consolidation update Transition from planning to Implementation Guiding Principles and Requirements Process for Developing Considerations Progress Highlights CIC Sub Committees and Activity Academic Structure Administrative Structure Access and Communications Research and Innovation Potential Board Activities

Trustee Shinn had questions concerning first year finding and startup costs. Trustee Shinn also discussed the idea of sending the School of Accountancy to the USF Sarasota-Manatee campus. Trustee Michael expressed concerns with the USF policy and process as it relates to the Tenure and Promotion guidelines and Faculty Governance. Trustee Carrere commented on the structure of the Muma College of Business. Chair Lamb offered the Board members the opportunity to get more involved in the consolidation process. Trustee Watkins commented on having a solid foundation for greatness for all three campuses and plan to be in compliance with SACS. Chair Lamb and Trustee Mullis suggested that the Board members have a briefing workshop meeting on a few critical issues as it relates to consolidation. No voting will occur. Round Table Discussion Trustee Mullis commented on the progress relating to the Tampa General Hospital and Morsani College of Medicine partnership discussions. Trustee Shinn commented on a recent meeting with Senate President Bill Galvano and the budget. Trustee Shinn also had concerns about a transition plan with the new USF president. Chair Lamb announced that there will be a discussion on transition no later than February 2019. President Genshaft has hopes that the next USF president will be successful in moving the University forward and plans to offer her assistance if needed. Trustee Watkins provided an update on the investigation on a matter not in compliance with the BOG, concerning circumstances in the November 2 nd certification letter to the BOG. Trustee Watkins will work with USF Auditor General Virginia Khalil and BOG Wendy Links on a review involving carry over funds and the E&G construction compliance structure. Having no further business Chair Lamb wished everyone and their families a happy holiday season and adjourned the meeting at 12:05 PM.