MINUTES OF MEETING

EVEREST GMR COMMUNITY DEVELOPMENT DISTRICT
SPECIAL BOARD OF SUPERVISORS' MEETING & ATTORNEY-CLIENT SESSION
Wednesday, January 14, 2026, at 11:00 a.m. 8298 W IrIo Bronson Memorial Hwy, Kissimmee, FL 34747

Board Members present at roll call:

David Portwood Sr. David Reed
Sean Palmer

Chairperson Vice Chairperson
Assistant Secretary

Also Present:

Jane Gaarlandt Kwame Jackson Verona Griffith Jonathan Johnson Jordan Draper Eliza Sweeny Daniel Langley Tom Callan Pamela Hardy

PFM Group Consulting LLC PFM Group Consulting LLC PFM Group Consulting LLC Kutak Rock LLP
Kimley-Horn Gray Robinson
Fishback Dominick LLP Callan Law Firm, P.A.
Court Reporter

(via phone 2’d session)

(via phone)
(via phone 2nd session)

FIRST ORDER OF BUSINESS

Administrative Matters

Call to Order to Confirm Quorum

Ms. Gaarlandt called the meeting to order at approximately 11:21 a.m. The Board Members, District staff and audience in attendance are outlined above.

SECOND ORDER OF BUSINESS

Public Comment Period

Mr. Johnson requested an additional agenda item following the Attorney-Client Session: “Action Items
following Attorney-Client session”

There were no members of the general public present.
Page 1 of 5

ON MOTION by Mr. Portwood, seconded by Mr. Reed, with all in favor, the Board approved the additional agenda item, Action Items following Attorney-Client session. The agenda was amended as stated.

THIRD ORDER OF BUSINESS

Attorney-Client Session Meeting Discussion on Settlement Negotiations or Strategy Related to Litigation Expenditures

Mr. Johnson gave an overview.

The attorney-client session, which is closed to the public, is being conducted to discuss settlement negotiations or strategy related to litigation expenditures concerning the ongoing litigation entitled Everest GMR Community Development District versus WBA Portfolio Owner NLP Galaxy LLC, et., al., Circuit Court of the Ninth Judicial Circuit in and for Osceola County, Florida, Case No. 2024-CA-003324 ED. The following persons are anticipated to attend: Jane Gaarlandt, Kwame Jackson, Jonathan Johnson, Dan Langley, Tom Callan, David B. Portwood, Sr., Sean Palmer, David Reed, and a court reporter. The session will be transcribed and will be confidential during the term of the litigation. Once litigation is concluded, it will be public record. The attorney-client session is expected to last approximately 30 minutes.

The Board meeting was closed at 11:24 a.m. to facilitate the Attorney-Client Meeting.

The Board meeting was reconvened at 12:54 p.m.

FOURTH ORDER OF BUSINESS

Review	and	Acceptance	of	Emy
Orellana's Letter of Resignation from the Board of Supervisors

Mr. Johnson reviewed the resignation for the Board.

FIFTH ORDER OF BUSINESS

Nominations for Vacant Seat 2 (Term
expires 11/2026)

Ms. Gaarlandt called for nominations.

Page 2 of 5

ON MOTION by Mr. Palmer, seconded by Mr. Reed, with all in favor, the Board accepted Emy Orellana's Letter of Resignation from the Board of Supervisors.

ON MOTION by Mr. Portwood, seconded by Mr. Reed, with all in favor, the Board opened the Attorney-Client Meeting Discussion on Settlement Negotiations or Strategy Related to Litigation Expenditures.

Ms. Gaarlandt noted that Ms. Morzan will be sworn in prior to the next meeting and District Management
will provide her with pertinent Board Member information.

SIXTH ORDER OF BUSINESS

Consideration of the Minutes of:

a.

November 24, 2025, Board of Supervisors' Special Meeting December 29, 2025, Board of Supervisors' Special Meeting

b.

The Board reviewed the minutes.

SEVENTH ORDER OF BUSINESS

Action
Session

Items  from  Attorney-Client

Mr. Johnson reviewed the proposed settlement with American Pet Hospital.

The Board reviewed the settlement.

ON MOTION by Mr. Portwood, seconded by Mr. Reed, with all in favor, the Board approved the Proposed

EIGHTH ORDER OF BUSINESS

Ratification of 2026 Data Sharing and

Usage

Agreement

with

Property

Appraiser

Ms. Gaarlandt noted this is an annual agreement and provides the necessary information for the tax roll. This was executed outside of a meeting due to time constraints and is solely for ratification.

Page 3 of 5

Settlement Agreement with American Pet Hospital.

ON MOTION by Mr. Portwood, seconded by Mr. Reed, with all in favor, the Board approved Minutes of the November 24, 2025, Board of Supervisors' Special Meeting and the December 29, 2025, Board of Supervisors' Special Meeting.

ON MOTION by Mr. Reed, seconded by Mr. Palmer, with all in favor, the Board nominated Ms. Noelle Morzan to Vacant Seat 2, with a term expiring in November 2026.

NINTH ORDER OF BUSINESS

Ratification	of	Fiscal	Year	2025 Auditor Engagement Letter

Ms. Gaarlandt noted this was executed outside of a meeting due to time constraints and is solely for ratification.

TENTH ORDER OF BUSINESS

Ratification of Funding Request No. 101

Ms. Gaarlandt noted this is for standard District expenses.

ELEVENTH ORDER OF BUSINESS

Ratification of Requisition Nos. 116, 117 & 119 — 121 Paid Through Bond Funds

The Board reviewed the requisitions.

TWELFTH ORDER OF BUSINESS

Review of Monthly Financials

The Board reviewed the financials as of December 2025.

No action was required.

THIRTEENTH ORDER OF BUSINESS

Staff Reports

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ON MOTION by Mr. Portwood, seconded by Mr. Palmer, with all in favor, the Board ratified Requisition Nos. 116, 117, and 119-121 Paid Through Bond Funds.

ON MOTION by Mr. Palmer, seconded by Mr. Reed, with all in favor, the Board ratified Funding Request No. 101.

ON MOTION by Mr. Palmer, seconded by Mr. Reed, with all in favor, the Board ratified the Fiscal Year 2025 Auditor Engagement Letter.

ON MOTION by Mr. Portwood, seconded by Mr. Palmer, with all in favor, the Board ratified the 2026 Data Sharing and Usage Agreement with the Property Appraiser.

District Counsel —

Mr. Johnson gave an overview of the current legislative session. The updates are
sent out each week, and all Board members should be on the distribution list. Any questions can be sent to District Counsel.

District Engineer -

Not present.

District Manager —

Ms. Gaarlandt noted the next Board meeting is scheduled for February 11, 2026.

FOURTEENTH ORDER OF BUSINESS

Supervisor Requests
Comments

and

Audience

There were no further requests or comments at this time.

FIFTEENTH ORDER OF BUSINESS

Adjournment

There was no further business to discuss.

ecreta	/ Assistant Secretary

Chairman / Vice Chairman

Page 5 of 5

ON MOTION by Mr. Portwood, seconded by Mr. Palmer, with all in favor, the January 14, 2026, Special Board of Supervisors' Meeting for the Everest GMR Community Development District was adjourned at approximately 1:03 p.m.