MINUTES
The Northwest Seaport Alliance
Managing Member Special Meeting
Port of Seattle / Port of Tacoma Special Meeting
Friday, March 7, 2025
The Fabulich Center, 3600 Port of Tacoma Road, Tacoma, WA 98424
Commissioners present:
Port of Seattle:
Hamdi Mohamed (via Teams)
Ryan Calkins
Sam Cho
Fred Felleman (via Teams)
Toshiko Hasegawa

Port of Tacoma:
Kristin Ang
Deanna Keller
John McCarthy
Dick Marzano
Don Meyer

1. Call to Order
The meeting was called to order at 9:32 a.m.
2. Recess Executive Session
The Managing Members recessed to an executive session to discuss with legal
counsel representing the agency potential litigation to which the agency is, or is
likely to become, a party, when public knowledge regarding the discussion is likely
to result in an adverse legal or financial consequence to the agency. (RCW
42.30.110(1)(i)). The executive session ended at 10:55 a.m.
3. Return to Order
The Managing Members reconvened in public session and Co-Chair McCarthy
returned the Managing Member special meeting to order and called the special
meeting of the Ports of Seattle and Tacoma to order at 11:22 a.m.
4. Flag Salute
The Pledge of Allegiance was recited.
5. CEO Report
A summary of the meeting agenda was provided.
6. Public Comment
• Gabby Alvira, Pacific Environment re House Bill 1689.
• Fern Uennatornwaranggoon, Pacific Environment re House Bill 1689.
• Elizabeth Burton, Friends of the Earth & Washington Physicians for Social
Responsibility, re House Bill 1652.
• Written comments received from Jayne Stevenson, Pacific Environment re
House Bill 1689.

7. Work Group/Committee Reports
• Co-Chair McCarthy provided an update from the Environmental Work
Group's February 20, 2025 meeting.
8. Consent Agenda
A. Approval of the February 4, 2025 minutes.
B. Approval of disbursements totaling $6,139,942.24 issued during the period of
January 25, 2025 through February 23, 2025 via electronic payments and on
checks 695 through 812, excluding check 741, as certified by the NWSA auditor.
C. Removed from consent.
D. Removed from consent.
The consent agenda as amended was adopted by unanimous consent.
Item(s) removed from consent:
8C.

It was moved and seconded (Marzano/Keller) to approve disbursement to
the State Auditor's Office totaling $11,920.876 on check 741 dated
February 5, 2025 as certified by the NWSA auditor.
The motion carried by the following vote:
Port of Seattle:
Port of Tacoma:
Hamdi Mohamed - aye
Kristin Ang - aye
Ryan Calkins - aye
Deanna Keller - aye
Sam Cho - aye
John McCarthy - abstain
Fred Felleman - aye
Dick Marzano - aye
Toshiko Hasegawa - aye
Don Meyer - aye

8D.

After discussion and amendment, the following motion was approved.
Approval pursuant to NWSA Delegation of Authority Master Policy
Section 10.a.i and direct NWSA legal counsel to take action after April 1,
2025 for Lessee's breach of the Terminal 25/30 lease. The contract
enforcement of the lease will direct staff to exercise against the security
for the Lease supported with authorizing funding for that enforcement in
the amount of $650,000.
The motion carried by the following vote:
Port of Seattle:
Port of Tacoma:
Hamdi Mohamed - aye
Kristin Ang - aye
Ryan Calkins - aye
Deanna Keller - nay
Sam Cho - aye
John McCarthy - aye
Fred Felleman - aye
Dick Marzano - aye
Toshiko Hasegawa - aye
Don Meyer - aye

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Discussion:
SSA Terminals (Seattle) LLC ceased operations at Terminal 30. Approximately
15 years remain on the lease. On December 30, 2024, the Managing
Members authorized the CEO to execute the Temporary Gate Extension and
Pause Agreement Regarding Terminal 30 (Pause Agreement). The Pause
Agreement included a Pause Period during which the NWSA would not
exercise against SSA's letter of credit or file suit against SSA for breach of the
Lease. It also provided that SSA would provide five day per week gates at
Terminals 5 and 18.
The intent was to allow the parties time to attempt to find resolution to SSA
and their joint venture partners' decision to leave T30 at the beginning of the
year. The pause period expires today. CEO Wolfe thanked SSA and the joint
venture partners for being compliant with the Pause Agreement to date.
Conversations continue seeking a business resolution versus filing a lawsuit.
Managing Members are prepared to take legal action as a body. However, are
willing to refrain from initiating suit until after April 1, 2025.
Commissioners expressed that the expectation is that five-day gates at
Terminals 5 and 8 will continue.
Commissioner Keller does not support allowing additional time stating two
months have already passed since Lessee vacated the lease.
Council clarified that by approving the motion the Managing Members are
directing legal counsel to file suit, exercise against the security under the
Lease and spend necessary funds in order to do so.
9. Action
A. First Reading of NWSA Resolution 2025-03, the Master Benefit and Salary
Resolution.
Jeniann Kaelin and Trisha Perez, Human Resources Managers provided a first
reading of proposed changes to the NWSA's Master Benefits and Salary
Resolution. Proposed changes reflect a cost of labor adjustment of 2.5 percent
for non-represented salary ranges effective April 1, 2025. A second and request
for adoption of the Resolution is scheduled for April 1, 2025.
[No vote taken at first reading - Sixth Amended Bylaws of The NWSA Managing
Members Article VI, section 6.]

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B. Homeport Port of Seattle and Port of Tacoma Action: First Reading/Introduction
of a Joint Resolution of the Port of Seattle (3835)/Port of Tacoma (2025-04-PT)
Commissions, a resolution regarding Water Resources Development Act (WRDA)
Section 2106 and Harbor Maintenance Tax (HMT) Donor Port Fund distribution
for 2024 and future years.
David Morrison, CFO presented NWSA staff's recommendation that the
Homeports adopt a joint resolution committing all Section 2106 / HMT funds
received by each Homeport, or an equivalent amount, to the NWSA as
Contributed Capital to be used for eligible projects in the respective Homeport
harbors, and further authorizing the return of cash to the two Homeports for
expensed projects as Other Cash.
[Port of Tacoma Commission action to deliberate/discuss. Resolutions for the
Port of Tacoma do not require two readings and no vote was requested at this
first reading.]
Port of Seattle Commission: It was moved and seconded (Cho/Hasegawa) to
introduce Joint Resolution 3835 (POS) / 2025-04-PT (POT), a resolution
regarding Water Resources Development Act (WRDA) Section 2106 and
Harbor Maintenance Tax (HMT) Donor Port Fund distribution for 2024 and
future years.
The Port of Seattle Commission motion carried by the following vote:
Port of Seattle:
Hamdi Mohamed - aye
Ryan Calkins - aye
Sam Cho - aye
Fred Felleman - aye
Toshiko Hasegawa - aye
10. Briefings
A. Grant Funding Strategy and Quarterly Update.
Deirdre Wilson, Senior Manager Planning and Ryan McFarland, Director
Government Affairs updated the Managing Members on the grant program and
provided follow up to questions raised at the previous Managing Member
meeting. Topics covered included:
• Status of 2024 external funding applications.
• Risks to open NWSA grants related to presidential executive orders.
• Grant Program Update FY2025 PIDP and projects being considered for NWSA
application.
• Assistance to the Puyallup Tribe regarding applications for federal and state
grants related to East Blair Two.

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11. General Business
A. Cargo/Operations Update
Deputy CEO Don Esterbrook provided an update. He reported on Transpacific
Maritime (TPM) Conference.
B. CEO Announcements
None.
C. Commissioner Comments
• Commissioner Hasegawa provided comments opposing Seattle City Council
Bill 120933.
• Commissioner Cho provided comments regarding impacts of tariffs to
inflation.
• Commissioner Felleman commented on tariffs. He commented on a need
for commissioners to be better apprised when being asked to take positions
on legislation.
• Commissioners Hasegawa and Felleman support a deeper dive on the topics
raised by public commenters today and to refer such topics to the legislative
work group.
• Commissioner Ang commented on TPM and the NWSA offering consistency
and reliability in the gateway during uncertain times.
• Commissioner Marzano echoed Commissioner Hasegawa comments
regarding Seattle City Council proposed legislation and the risks it presents
to industrial land in the gateway.
• Commissioner Meyer commented on TPM. He commented he is not satisfied
with two terminals going dark adding that without revenue, NWSA
environmental programs could be at risk.
12. Adjourn
With no further business before the Managing Members the meeting adjourned at
1:25 p.m.
John McCarthy, NWSA Co-Chair
Port of Tacoma Commission President

Toshiko Hasegawa, NWSA Co-Chair
Port of Seattle Commission President

Attest:
Don Meyer, NWSA Co-Secretary
Port of Tacoma Commission Secretary

Sam Cho, NWSA Co-Secretary
Port of Seattle Commission Secretary

Prepared by: Juliet Campbell, NWSA Clerk

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