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Home My WebLink About061355-A1 - General - Contract - TIAA-CREF Individual & Institutional Services, LLCL.�TI�A CSC No. 61355-A1 Document ID: 065299-03.18.2026 Letter Amendment to the Record Keeping Services Agreement January 9, 2026 City of Fort Worth Attention: Plan Administrator Re: Investment Fund Lineup Change in: City of Fort Worth 457 Deferred Compensation Plan Dear Plan Administrator, The purpose of this letter is to amend Schedule B of the Recordkeeping Services Agreement between Teachers Insurance and Annuity Association of America and City of Fort Worth to update the investment funding options made available under your retirement plans. Amendment to the Recordkeeping Services Agreement between Teachers Insurance and Annuity Association of America (TIAA) and City of Fort Worth This Amendment ("Amendment") to the Recordkeeping Services Agreement ("Agreement") between Teachers Insurance and Annuity Association of America ("TIAA") and City of Fort Worth ("Employer") is made and entered into effective as of March 18, 2026, or such later date as the parties shall agree by notice ("Effective Date"). WHEREAS, the Employer sponsors and maintains the City of Fort Worth 457 Deferred Compensation Plan (individually, the "Plan" and collectively, the "Plans"), for the benefit of eligible employees and participants, beneficiaries and alternate payees with an account balance (collectively, "Participants"); WHEREAS, assets of such Plans are allocated to and invested in certain mutual funds and Teachers Insurance and Annuity Association of America-College Retirement Equities Fund ("TIAA-CREF") annuity contracts selected and made available by the Employer under the terms of the Plans for the benefit of Participants; OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX 533888 L�TI�A Document ID: 065299-03.18.2026 Letter Amendment to the Record Keeping Services Agreement WHEREAS, the Employer and applicable Plan iiduciaries appointed TIAA as a service provider to provide certain record keeping services in connection with the operation and administration of the Plans; and WHEREAS, the Employer desires to amend the investment fund menu(s) made available under the Plan(s); NOW, THEREFORE, BE IT RESOLVED, in consideration of the premises and mutual covenants set forth herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Employer and TIAA agree to amend the Agreement as follows: 1. Schedule B is amended by adding the following investments: Fund Name American Funds SMALLCAP World FundOO Class R-6 American Funds The New Economy Fund� Class R-6 B1ackRock High Yield Portfolio Class K Carillon Scout Mid Cap Fund Class R-6 Lazard International Equity Portfolio R6 Shares Metropolitan West Total Return Bond Fund Plan Class Vanguard Mid-Cap Index Fund Institutional Shares Vanguard Small-Cap Index Fund Institutional Shares Vanguard Total Bond Market Index Fund Institutional Shares Annual 12b-1 and Revenue Share (in basis points) 0 0 0 0 0 0 0 0 0 Ticker RLLGX RNGGX BRHYX CSMUX RLIEX MWTSX VMCIX V SCIX VBTIX Fund Name Nuveen International Equity Index Fund R6 Nuveen Lifecycle 2010 Fund R6 Nuveen Lifecycle 2015 Fund R6 Nuveen Lifecycle 2020 Fund R6 Nuveen Lifecycle 2025 Fund R6 Nuveen Lifecycle 2030 Fund R6 Nuveen Lifecycle 2035 Fund R6 Annual 12b-1 and Revenue Share (in basis points) 0 0 0 0 0 0 0 Ticker TCIEX TCTIX TCNIX TCWIX TCYIX TCRIX TCIIX 533888 ��TI�A Document ID: 065299-03.18.2026 Letter Amendment to the Record Keeping Services Agreement Fund Name Nuveen Lifecycle 2040 Fund R6 Nuveen Lifecycle 2045 Fund R6 Nuveen Lifecycle 2050 Fund R6 Nuveen Lifecycle 2055 Fund R6 Nuveen Lifecycle 2060 Fund R6 Nuveen Lifecycle 2065 Fund R6 Nuveen Lifecycle 2070 Fund Class R6 Nuveen Lifecycle Retirement Income Fund R6 Annua112b-1 and Revenue Share (in basis points) 0 0 0 0 0 0 0 0 Ticker TCOIX TTFIX TFTIX TTRIX TLXNX TSFTX TLCRX TLRIX 2. Schedule B is amended by removing the following investments: Fund Name American Funds SMALLCAP World Fund� Class R-SE American Funds The New Economy FundO Class R-SE B1ackRock High Yield Portfolio Institutional Shares Carillon Scout Mid Cap Fund Class I Lazard International Equiry Portfolio Institutional Shares Metropolitan West Total Return Bond Fund Class I Vanguard Mid-Cap Index Fund Admiral Shares Vanguard Small-Cap Index Fund Admiral Shares Vanguard Total Bond Market Index Fund Admiral Shares Annual 12b-1 and Revenue Share (in basis points) 15 15 15 15 15 10 0 0 0 Ticker RSLDX RNGHX BHYIX UMBMX LZiEX MWTIX ViMAX VSMAX VBTLX Fund Name Nuveen International Equity Index Fund Premier Nuveen Lifecycle 2010 Fund Premier Nuveen Lifecycle 2015 Fund Premier Nuveen Lifecycle 2020 Fund Premier Nuveen Lifecycle 2025 Fund Premier Nuveen Lifecycle 2030 Fund Premier Nuveen Lifecycle 2035 Fund Premier Nuveen Lifecycle 2040 Fund Premier Annual 12b-1 and Revenue Share (in basis points) 15 15 15 15 15 15 15 15 Ticker TRIPX TCTPX TCFPX TCWPX TCQPX TCHPX TCYPX TCZPX 533888 L�TI�A Document ID: 065299-03.18.2026 Letter Amendment to the Record Keeping Services Agreement Fund Name Nuveen Lifecycle 2045 Fund Premier Nuveen Lifecycle 2050 Fund Premier Nuveen Lifecycle 2055 Fund Premier Nuveen Lifecycle 2060 Fund Premier Nuveen Lifecycle 2065 Fund Premier Nuveen Lifecycle Retirement Income Fund Premier Annua112b-1 and Revenue Share (in basis points) 15 15 15 15 15 15 Ticker TTFPX TCLPX TTRPX TLXPX TSFPX TPILX The Employer agrees that TIAA may add investment funding option(s) to the Plan(s) as directed by the Employer earlier than the Effective Date for administrative purposes, but in no event shall such investment funding option(s) be made available to Participants until the Effective Date. By executing this Amendment, the Employer acknowledges that, with the exception of the change in the investment funding option(s) set forth in this Amendment, all terms and conditions of the Agreement shall remain in full force and effect. 533888 L TI�A Document ID: 065299-03.18.2026 Letter Amendment to the Record Keeping Services Agreement IN WITNESS WHEREOF, the duly authorized representatives of TIAA and the Employer have caused this Amendment to be executed as of the dates below, but effective as of the Effective Date stated above. Teachers Insurance and Annuity Association of America : Printed Name and Title: Date: City of Fort Worth �� $y: Dianna Giordano (Feb 5, 2026 13:29:30 CST) Dianna Giordano Printed Name and Title: 02/05/2026 Date: This Amendment may be signed electr�onically, and, in that event, the signature of one or more of the applicable parties may be appended to the end of this Amendment. 533888 This document is generated through an electronic signature system. The sole purpose of �this document is to accurately report information contained in the system regarding the document(s) signed, the individual(s) who signed such document(s) and the date such individual(s) electronically signed said document(s). Document City of Fort Worth Letter of Amendment.pdf Document Id 533888 Si�ner Name Role Date Mary Baxter TIAA O1/27/2026 03:50:02 PM ET 533888 ACCEPTED AND AGREED: CITY: City of Fort Worth By: ,�A'''►�", ��'�,,.;, �,<, , < s1 Name: Dianna Giordar Title: Assistant City Manager Date: 02/05/2026 Approval Recommended: By: �� ,� Na111e: Joanne Hinton 1'lile: Assistant Dlrector HR Attest: ti� A .,�� By: � Name: Jannette Good; Title: City Secretary VENDOR: By: Name: Title: Date: Contract Compliance Manager: By signing I acknowledge that I am the person responsible for the monitoring and administration of this contract, including ensuring all performance and reporting requirements. By: '�� NaY11e: Kelly Lane Z'1i10: Benefits Manager Approved as to Form and Legality: By: ��i'V V`�� Name: Keanan Matthews Hall oan Title: Assistant City Attorney 'o��RT�adO Pa� �( p �`o �09.10 o°� �_° Contract Authorization: pAP'f°°o ,°*"' daan nezria44� Mc�C: 61355 Date Approved: o4/za/zoz4 1295 OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX 1/28/26, 1:25 PM ACITY COUNCIL AGEND Create New From This M&C DATE: CODE: SUBJECT: F�1RT�'�'URTH -�� 4/23/2024 REFERENCE **M&C 24- LOG NAME: 13PRFP 457 DEFERRED NO.: 0318 COMPENSATION PLAN HR CB P TYPE: CONSENT PUBLIC NO HEARING: (ALL) Authorize Agreement with the TIAA-CREF Individual & Institutional Services, LLC to Serve as the Third-Party Administrator for the City of Fort Worth's 457 Deferred Compensation Plan at No Cost to the City of Fort Worth RECOMMENDATION: It is recommended that the City Council authorize an agreement with the TIAA-CREF Individual & Institutional Services, LLC to serve as the third-party administrator for the City of Fort Worth's 457 Deferred Compensation Plan at no cost to the City of Fort Worth. DISCUSSION: The purpose of this Mayor and Council Communication (M&C) is to seek authorization to enter into a new agreement with TIAA-CREF Individual & Institutional Services, LLC (TIAA) to be the third-party administrator for the City's 457 Deferred Compensation Plan (Agreement). TIAA has operated as the third-party administrator for the City's 457 Deferred Compensation Plan since 2013. On September 12, 2023, a Request For Proposals (RFP) was issued for the administration of the 457 Deferred Compensation Program. Seven companies responded to the RFP. With the assistance of our 457 Deferred Compensation Consultant, the proposals were evaluated and narrowed to three finalists. The proposals were evaluated based on the total fees for services, administration and services, and experience and qualifications. The three finalists were given the opportunity to submit best and final offers. Based on the best and final offers, the 457 Deferred Compensation Committee unanimously voted to recommend that TIAA continue to serve as the sole third-party administrator for the City's 457 Deferred Compensation Plan. Bidder Corebridge Financial Empower Retirement, LLC TIAA Best Value Criteria: Evaluation Factors a 18.4 21.6 29.6 a. Administration and Services b. Experience and Qualifications c. Price b 10.0 9.6 14.8 M&C Review c Total Score 34.44 .� 32.22 . :� 71.20 76.62 While TIAA did not have the lowest expense overall on a fee basis (6 basis points or 0.06\°/o), Basis points are most often used in instances where percentages define fees, charges, and rates. Other finalists had additional costs such as higher annual loan maintenance fees, higher loan origination fees, and did not score as well on other criteria due to other factors such as having newly formed teams and limited education series available for participants. Currently, approximately 44\% of City employees participate in this retirement savings option. All associated fees related to the 457 Deferred Compensation Plan are paid by the participants of the apps.cfwnet.org/cou ncil_packet/mc_review.asp? I D=32025&cou ncildate=4/23/2024 1/2 1/28/26, 1:25 PM M&C Review plan. Term: The Agreement will begin on April 1, 2024, and end on March 31, 2029, for an initial term of five (5) years. Renewal Options: The Agreement may be renewed, at the City's option, for five (5) renewal periods of one (1) year each. FISCAL INFORMATION/CERTIFICATION: The Director of Finance certifies that approval of the recommendation will have no material effect on City funds. BQN\\ TO Fund Department Account Project Program I Activity Budget Reference # Amount ID ID Year , (Chartfield 2) FROM Fund Department ' Account Project Program Activity Budget Reference # Amount ID , ID � � Year �(Chartfield 2) Reginald Zeno (8517) Submitted for Citv Manaqer's Office by: �esica McEachern (5804) Originating Department Head: Additional Information Contact: Reginald Zeno (8517) Dianna Giordano (7783) Jo Ann Gunn (8525) Charles Benson (8063) ATTACHMENTS SOS - TIAA-CREF Individual & Institutional Services. LLC.pdf (CFW Internal) TIAA Form 1295.pdf (CFW Internal) TIAA SAMs.pdf (CFW Internal) apps.cfwnet.org/council_packet/mc_review.asp?ID=32025&councildate=4/23/2024 2/2 F�RT��RTHo City Secretary's Office Contract Routing & Transmittal Slip Contractor's Name: TIAA Subject of the Agreement: Amendment to Record Keeping Agreement 61355 This Amendment adjusts the funds that are currently offered within TIAA and changes the fee payment method. M&C Approved by the Council? * Yes 0 No ❑ If �so, the M&C must be attached to the contract. Is this an Amendment to an Existing contract? Yes ❑✓ No ❑ 61355 Amendment 1 If �so, provide the original contract number and the amendment number. Is the Contract "PermanenY'? *Yes ❑ No 0 If �unsure, see back page for permanent contract listing. Is this entire contract Confidential? *Yes ❑ No ❑✓ If only specific information is Confidential, please list what information is Confidential and the page it is located. Effective Date: 01/01/2026 Expiration Date: If different from the approval date. If applicable. Is a 1295 Form required? * Yes ❑ No ❑✓ *If �so, please ensure it is attached to the approving M&C or attached to the contract. Proj ect Number: If applicable. *Did you include a Text field on the contract to add the City Secretary Contract (CSC) number? Yes ❑✓ No ❑ Contracts need to be routed for CSO processin� in the followin� order: 1. Katherine Cenicola (Approver) 2. Jannette S. Goodall (Signer) 3. Allison Tidwell (Form Filler) *Indicates the information is required and if the information is not provided, the contract will be returned to the department. 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