Governor and Executive Council Agenda item PDF - 2026-03-04 - agenda 5

Meeting Date

2026-03-04

Attachment Kind Label

Agenda item PDF

Attachment Relation

primary_meeting_attachment

Agenda Numbers

5

Agency Names

Department Of Transportation

Parent Meeting Title

Governor and Executive Council meeting - 2026-03-04

""KrHl n New Hampshire

5 Employment

^ Security

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Administrative Office

45 South Fruit Street

Concord, NH 03301-4857

Richard J. Layers, commissioner

Heather A. Cherniske, deputy commissioner

* *-

si

★

February 13, 2026

Her Excellency Kelly A. Ayotte

and the Honorable Council

State House

Concord, NH 03301

REQUESTED ACTION

Authorize New Hampshire Employment Security ("NHES") to enter into a contract amendment

with Citizens Financial Group, Inc., N.A. d/b/a Citizens Bank, Manchester, NH, for

Unemployment Compensation Trust Fund banking services, exercising a one-year extension

option as contained in the current contract and extending the completion date from March 31,

2026 to March 31, 2027. The contract was approved by Governor and Council on March 22,

2023 (Item #48) for an initial term of three years, with options to extend for up to two additional

one-year terms. This contract amendment exercises the first one-year option, with no increase in

the per service cost schedule or total contract cost. Effective upon Governor and Council

approval through March 31,2027. 100% Federal funds.

EXPLANATION

NHES is requesting approval of the attached Contract Amendment #1 for Unemployment

Compensation Trust Fund (UCTF) banking services. This contract provides for an extension of

existing banking services required to support NHES's unemployment compensation benefit

payments and employer contribution collections. As noted above, this amendment contains no

increase in the per service or total contract cost.

In 2023, NHES sought competitive bids for these banking services. Citizens Bank was the only

respondent. Citizens Bank has provided banking services to NHES since 2011 and has performed

the services extremely well on a statewide basis. NHES anticipates another competitive selection

process before the extended term expires in 2027.

frfitted.tfiilly sR

Gchaj^^Lavers

^Commissioner

NHES is a proud member ofAmerica's Workforce Network and NH Works. NHES is an Equal Opportunity Employer and complies

with the Americans with Disabilities Act. Auxiliary Aids and Services are available on request of individuals with disabilities

Telephone (603) 224-3311 Fax (603) 228-4145 TDD/TTY Access: Relay 1-800-735-2964 Web site: www.nhes.nh.gov

STATE OF NEW HAMPSHIRE

DEPARTMENT OF EMPLOYMENT SECURITY

BANKING SERVICES FOR PROCESSING STATE AND FEDERAL UNEMPLOYMENT

COMPENSATION FUNDS

CONTRACT 2023-01

CONTRACT AMENDMENT #1

WHEREAS, New Hampshire Employment Security ("NHES") and Citizens Financial

Group, Inc., N.A. d/b/a Citizens Bank ("Citizens") (collectively, "the Parties") are parties to a

Contract for statewide banking ser\'ices neccssaiy to support NHES' responsibilities under RSA

282-A with respect to unemployment benefit payments, employment contribution collections and

clearing account interface with the U.S. Department of Labor;

WHEREAS, the current Contract, approved by the Governor & Executive Council on

March 22,2023 (Item #48), provides for an initial term of three years (Exhibit A, Section 1.1);

WHEREAS, the Contract further provides that the term may be extended by up to two (2)

additional one (1) year terms "at the sole option of the State, subject to the parties' prior written

agreement on terms and applicable fees for each extended term, contingent upon satisfactory

vendor performance, continued funding and Governor & Executive Council approval..(Exhibit

A, Section 1.1);

WHEREAS, the initial three-year term expires on March 31,2026;

WHEREAS, Citizens has satisfactorily performed the services described in the Contract;

WHEREAS, Citizens has agreed to continue to perform these services on the same terms

and for the same rates agreed upon during the initial term for an additional term of one year;

WHEREAS, sufficient funds remain available in the Contract to complete this extended

term at no additional cost beyond the funding provided for the initial three-year term; and

WHEREAS, the State seeks to exercise the first one-year extension of the initial term;

NOW, THEREFORE, the Parlies agree to amend the Contract as follows:

Table I - Modification to P-37 - General Provisions

P-37 -

General

Provisions

Box 1,7

Completion

Date

Amend Box 1.7 - Completion Date - by replacing March 31,2026 with March 31,

2027.

Table 2 - Modification to Exhibits

Exhibit C -

Section 1.1

Pricing in

Accordance

with

Proposal

Amend Exhibit C

follows:

■ Section 1.1 Pricing in Accordance with Proposal as

The Contractor agrees to provide NHES with services as indicated in Exhibit B of

this Agreement at prices quoted in the Proposal and as shown below. The Contract

is for a term beginning April 1, 2023 or upon Governor and Council approval,

whichever is later, and continuing through March 31,2027, as amended, with no

change in the original Total Contract Cost stated in Exhibit C. Any request for

service through the end of that tcnn is covered in accordance with the terms set

forth herein.

Except as provided herein, all other provisions of the Agreement shall remain in full force

and effect.

IN WITNESS WHEREOF, THE Parties have hereunto set their hands as of the day and

year shown below.

Date;

Richard J. Lavere, Commissioner

New Hampshire Employment Security

Kim Little, Senior Vice President

Citizens Financial Group, Inc.

Date: 3/5/2 (g

ew Hampshire INew Hampshire Department of Justice

Date: 2111/2026

Approved by the Governor & Executive Council

Date:

o Office of the Comptroller of the Currency

Washington, DC 20219

CERTIFICATE OF CORPORATE EXISTENCE

I, Jonathan Gould, Comptroller of the Currency, do hereby certify that:

1. The Comptroller of the Currency, pursuant to Revised Statutes 324, et seq, as

amended, and 12 USC 1, et seq, as amended, has possession, custody, and control of

all records pertaining to the chartering, regulation, and supervision of all national

banking associations.

2. "Citizens Bank, National Association," Providence, Rhode Island (Charter No

24571), is a national banking association formed under the laws of the United States

and is authorized thereunder to transact the business of banking on the date of this

certificate.

IN TESTIMONY WHEREOF, today, January 16,2026,1 have hereunto subscribed

my name and caused my seal of office to be affixed to these presents at the U.S.

Department of the Treasury, in the City of Washington, District of Columbia.

Comptroller of the Currency

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2026-00553-C

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BOARD or GOVERNORS

OF THE

FEDERAL RESERVE SYSTEM

WASHINGTON, 0. C. S055I

ADDRESS OFFICIAL CORRESPON OENCE

TO THE BOARD

CERTIFICATE

According to official records of the Board of Governors

of the Federal Reserve System, effective February 9, 2004,

the following organization elected to become a

financial holding company under section 4(k) and (1)

of the Bank Holding Company Act of 1956, as amended:

CITIZENS FINANCIAL GROUP, INC.,

PROVIDENCE, RI.

Signed and sealed on January 21, 2026,

at Washington, D.C.

By: Candace Phillip

Candace Phillip

Manager, Information Disclosure Section

Erica Tarrant-Wilson

Corporation Service Company

801 Adlai Stevenson Drive

Springfield, Illinois 62703

FOIA-2026-00254

mm

M Citizens

CITIZENS BANK, NATIONAL ASSOCIATION

Certificate of Incumbency

I, Stephen Kessinger, the undersigned, Assistant Corporate Secretary of Citizens Bank, National

Association, a national banking association (the "Company"), hereby certifies that the following is a true

excerpt of a certain Resolution of the Board of Directors of the Company duly adopted at a meeting held

on February 13, 2025, relating to the execution of documents.

I further certify that said Resolution is in full force and effect and has not been amended, abrogated or

in any way altered, added to, or revised:

"...That transfers of stocks, bonds, and other securities, and proxies, and powers of

attorney to vote with respect to shares or accounts of institutions or stock of other corporations,

owned by, or standing in the name of. Citizens Financial Group, Inc. or Citizens Bank, National

Association (each hereinafter referred to as the "Company") shall be executed and delivered

from time to time in the name and on behalf of the Company by the Chairman, President, CEO,

any Vice Chair, any Vice President\ any State President, any Division President, the Treasurer,

any Assistant Treasurer, the Corporate Secretary, or any Assistant Corporate Secretary of the

Company or by such other officer or employee of the Company so designated by the Chairman,

President, CEO or any Vice Chair or authorized by the Board or the Executive Committee of the

Board (each, an "Authorized Officer" and collectively, "Authorized Officers");

That notes and other evidences of indebtedness of the Company, other than checks

and drafts, and pledges of its assets as security for the repayment thereof, shall be executed

and delivered by an Authorized Officer, subject to applicaisle law, rules, or regulations;

That checks and drafts drawn on the Company or other banks, certificates of deposit,

orders for payment from the funds of the Company, notes and other evidences of

indebtedness payable to the Company, shall be executed or endorsed by an Authorized

Officer, provided, however, that the signatures of such officers may be in facsimile form;

That the Chairman, President, CEO, any Vice Chairman, any State President, any

Division President, any Executive Vice President or any Senior Vice President may create

special accounts and may direct from time to time how orders and confirmations of orders

for the payment of funds from such accounts may be executed;

That reports to a federal, state or municipal authority, reconciliations of bank

accounts and such other verifications and reports as may be required in the usual course of

business shall be executed by an Authorized Officer, severally, or together with such other

Authorized Officer as may be required by the authority to which such reports, reconciliations

or verifications are submitted;

That documents, contracts, agreements, schedules, endorsements, discharges or

releases of indebtedness or obligations and other instruments with respect to the closing,

service administration, modification or satisfaction of any loan or other obligation of any

borrower or obligor shall be executed by an Authorized Officer, a senior loan officer, a loan

officer, an assistant loan officer, or such other employee of the Company as may be

designated from time to time by the Chairman, President, CEO, or any Vice Chairman in

accordance with the Bylaws of the Company;

^ Includes officers with the title of Executive Vice-President, Senior Vice President, Managing Director and

Director.

That deeds, agreements, leases, documents, affidavits, statements and other

instruments with respect to the administration, management or disposition of any real or

personal property of the Company or Corporation, or property taken by foreclosure, or in

lieu of foreclosure, shall be executed by an Authorized Officer, a senior loan officer, a loan

officer, an assistant loan officer, or such other employee of the Company or Corporation as

may be designated from time to time by the Chairman, President, CEO or any Vice Chairman

in accordance with the Bylaws of the Company;

That all documents, contracts, agreements, leases, schedules, endorsements,

participation agreements, signature guarantees, agreements between affiliates, letters of

credit, releases of indebtedness or obligations and other instruments necessary or

convenient for the transaction of the business of the Company or Corporation not specifically

covered by this resolution or the Bylaws of the Company shall be executed, verified,

acknowledged, and delivered by an Authorized Officer, a senior loan officer, a loan officer,

an assistant loan officer, or such other officer or employee of the Company having been

granted authority from time to time by the Chairman, President, CEO or Vice Chairman in

accordance with the Bylaws of the Company; and..."

I further certify that the following individual currently occupies and has been duly elected to the office

of the Company as set forth and, as such, is an Authorized Officer and that such person is authorized to

execute and deliver documents on behalf of the Company.

Name Office

Kim Litte Senior Vice President & Director of Client Sales & Services Support

IN WITNESS HEREOF, I have duly executed this Certificate on this 5^ day of February, 2026.

S^hen Kessin^r

ssistant Corjxirate Secretary

Citizens Bank, National Association

ACORCf CERTIFICATE OF LIABILITY INSURANCE

Pag^ 1 of 1

DATE (MM®D/YYYY)

03/26/2025

THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS

CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND. EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES

BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED

REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.

IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(les) must have ADDITIONAL INSURED provisions or be endorsed.

If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on

this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).

PRODUCER

Willia Towora Wataon Northeast, Zno.

c/o 26 Century Blvd

P.O. Box 305191

HaahviXla, TN 372305191 USA

Willis Towora Watson Certificate Center

F.,|. 1-877-945-7378 | 1-888-467-2378

ADi^ESS: cortificatesdwlllia.coa

iNSURER(S} AFFORDING COVERAGE NAtC#

INSURER A; ^i^xty Mutual Fire Xnsiurance C^npany 23035

INSURED

Cititana Financial Group, Inc., Citlaana Bank, M.A.

One Citisans Bank way

Mailstop; JCCL45

Johnscon, RX 029Z9

INSURERS: hnc^irican Guarantee and Liability Insurance 26247

INSURO^C: ^ Insurance Corporation 33600

INSURER 0: Zurich American Insurance Company 16535

INSURER E:

INSURER f t

COVERAGES CERTIFICATE NUMBER: W382548U REVISION NUMBER:

THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD

INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS

CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS.

EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.

POLICY EFF ^LICY EXP

mXrtlD/YYYYI (MM/DOiYYYYlTYPE OF INSURANCE

X60C

IHSD

SUigifr

WVP POUCY NUMBgR UMtTSWSR.ilB.

X COMMERCIAL GENERAL UABIUTY

CLAIMS-MAOE OCCUR

EACHOCCWRENCE

DAMAGE TO RENTED

PREMISES (Ea oocuftntvx)

MED EXP (Any ona person)

TB2-611-004526-035 03/31/2025 03/31/2026 PERSONAL & ADV INJURY

GENX AGGREGATE LIMIT APPUES PER:

□:X POLICY 1 I PRO.JECT □ LOC

OTHER:

GENERAL AGGREGATE

PRODUCTS « COMP/OP AGG

Per Location Agg

COMBINED SINGLE LIMIT

lEfl acoConlV

2,OOOaOOO

1,000,000

Excluded

2,000,000

10,000,000

4,000,000

2,000,000

AUTOMOBILE LIABa.nrY

ANY AUTO BODILY INJURY (Per person)

OWNED

AUTOS ONLY

HIRED

AUTOS ONLY

SCHEDULEO

AUTOS

NON.OWNEO

AUTOS ONLY

BODILY INJURY <P«f acatkini)

PROPERTYDAMAGE

(Pef acadenU

X UMBRELLA UAB

EXCESS LIAS

DEO

X OCCUR

CLAIMS-MADE

EACH OCCURRENCE 5,000,000

MJC 9482541-14 03/31/2025 03/31/2026 AGGREGATE 5,000,000

RETENTIONS

WORKERS COMPENSATION

AND EMPLOYERS' UABitrTY

ANYPROPRIcTOR/PARTNER/EXECUTlVE

OFFICER/MEMBEREXCLUDED?

(Mandatory In NH)

Y/N

No

STATUTE

j oth

er

HA5-61D-004526-105 03/31/2025 03/31/2026

E.L. EACH ACCIDENT 1,000,000

E.L. DISEASE - EA EMPLOYEE 1,000,000

If yes. descnbe under

DESCl RIPTION OF OP ERATIONS betow E L. DISEASE - POLICY LIMIT 1,000,000

Commercial Property

Replacement Coat / Special Form

ERP0507947-07 03/31/2025 03/31/2026 Blanket Real 4

Peraonal Property,

Zncl. BZ £ EE

$100,000,000

DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORO 101. Adcfittonal Rtmadii Schedule, may

All terms end coverages evidenced on this certificate will only

written agreement or lease.

be attached if more epace le required)

apply to the extent of the requirements within the

State of NB - KB Department of Eiqployxaent Security is an Additional Insured under the General Liability policy as

required by written contract.

State of KH - KB Department of Employment Security

45 South Fruit Street

Concord, NH 03301

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE

THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN

ACCORDANCE WITH THE POUCY PROVISIONS.

AUTHORIZED REPRESENTATIVE

ACORD 25 (2016/03)

> 1988-2016 ACORD CORPORATION. All rights reserved.

The ACORD name and logo are registered marks of ACORD

SR ID: 27490188 bxtch: 3893227