Microsoft PowerPoint - 2024 Annual Meeting SlidesV11

Welcome to the 2024 Annual Members Meeting February 6, 2024

The 2024 Annual Members' Meeting of the Atlanta Athletic Club is now called to order. We have a lot to cover so we’ll move pretty briskly through some of these topics. You have in your seats the: ‐ Agenda ‐ Financial statements ‐ And, the minutes of the 2023 Annual Meeting

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are available for review in Margaret Almand’s office.

If you have any questions, we’ll address those towards the end of the meeting.

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Annual Meeting Agenda

• Call to Order • Pledge of Allegiance • Invocation • Recognition of AAC Team Members • Introductions

• Treasurer’s Report • President’s Message • Vision Committee and Purpose Statement • Nominating Committee Report • Ballot Verification Report • Recognition of Outgoing Directors

• Recognition of 50 Year members • Recognition of Club Champions • Recognition of Chief Historian, Emeritus

• Old Business • New Business • Adjournment

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Pledge of Allegiance Mr. Bob Sharpenberg Invocation Dr. Tommy Green

PLEDGE OF ALLEGIANCE and Invocation: • Mr. Bob Sharpenberg will lead us in the Pledge of Allegiance. Bob served in the US Army for 6 years. • Following the Pledge, Dr. Tommy Green, retired Senior Minister of the First Methodist Church of Duluth, will give our invocation. Thank you!

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Recognition of AAC Team Members

Monika Abbate

Glenn Scapin

D’AndreEdwards

And now we would like to take a moment to recognize some of our outstanding staff. We are truly grateful to our staff who make coming here such a pleasure. These folks in particular stand out and the management team has recognized them accordingly: Our Rookie of the Year was awarded to Monika Abbate, Our Leader of the Year was awarded to Glenn Scapin , and our Grand Slam Team Member of the Year was awarded to D’Andre Edwards.

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Recognition of AAC Team Members

Caitlin Cannon

Shawn Koch

Kristen Everard

From the Golf Services Departments we have: Caitlin Cannon – was awarded the Georgia PGA Player Development Award

Shawn Koch – Georgia PGA President’s Award and was named top teaching pro in the state of Georgia by Golf Digest magazine; He is also a “pro to watch” list to get into the top 100 golf instructors. Kristen Everard – spearheaded at Top 10 Golf Shops in America Award from Club & Resort Business. She also received the Association of Golf Merchandisers’ Platinum Award for the golf shop.

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Recognition of AAC SLT Members

Bud Taylor

Jeff Chandley

From the Golf Services and Tennis Departments we have: Bud Taylor ‐ Received the Golf Business Network – Golf Professional of the Year Award. Jeff Chandley – Received the USPTA Tennis Director of the Year Award and The Georgia Professional Tennis Association John Callen Lifetime Achievement award.

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Recognition of AAC SLT Members

Audra Lucas

David Sheppard

Audra Lucas earned her Certified Club Manager (CCM) designation from CMAA David Sheppard received the Fellow Award from CMAA

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Introductions

INTRODUCTIONS:

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AAC Senior Leadership Team

David Sheppard

Andy Koehler

Joel Myers

Bud Taylor

Andy Bailey

Jeff Chandley

Neil Doldo

Erica Smith

Lukus Harvey

Audra Lucas

It would be time well spent just to leave this slide up and highlight how each and everyone of these leaders contributes every day to our club – and especially this year. With David Sheppard at the helm, they have delivered at the very highest level in the most challenging of times. We welcome our three newest members to the Senior Leadership Team: Andy Koehler our new CFO, Joel Myers our Chief Human Resources Officer,

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and Andy Bailey our Director of Facilities. Unfortunately, we will be saying good‐bye to Audra Lucas next month. She has accepted a GM position at a club in Rhode Island. Their commitment to serving you – our members – is unparalleled and unquestioned. On behalf of all our members, we thank you!

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Board of Directors

Tim Bentsen

John Stakel

Andy Dunn

Kevin Case

Jim Kiker

Kyle Esmonde

Laurie Ann Garrett Milford McGuirt

Larry Delan

Randy Moore

It is so good to have the opportunity to work side by side with your Board of Directors. I consider myself lucky to have had the opportunity to work with each of these folks. As you’ll hear later in the meeting, your club is very strong and I believe this and prior boards plus our outstanding management team deserve a lot of thanks. I certainly value their counsel and hard work.

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Recognition of 50 Year Members

50 Year Member RECOGNITION: It is a real treat to be able to celebrate members that have been part of the fabric of our Club for over 50 years. I am sure that they have many memories and great stories to tell. As I call your name, please stand. Let’s wait until the end and we can applaud all of them together.

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50 Year Members J. Davis Adams Alvin Bridges Timothy Embry

Buddy Flake Alice Grotnes George Hovis Frank Jackson Corrie McDowell Ron Reid Betty Stewart Davis Stewart

Unfortunately, we lost two past presidents this past year: Gaylord Coan on March 30. Mr. Coan was president from 1994 to 1996. And most recently, Charles Pittard on January 23. Mr. Pittard was president of the club from 1998 to 2000. There will be a joint memorial service for Charles and Pat Pittard on Friday, February 16 at 1 p.m. at Dunwoody United Methodist Church.

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Recognition of 2023 Tennis and Golf Champions

CHAMPIONS RECOGNITION: Now, I would like to recognize our past years’ club champions.

(APPLAUSE)

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2023 Tennis Champions 8 Women’s ALTA Division Winning Teams 2 Women’s ALTA City Finalists Teams 1 Women’s ALTA City Champions Team* *Captained by Tory Whipple and Shari Wilkison

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2023 Tennis Champions 1 Women’s USTA Division Winning Team 2 Women’s USTA City Finalists Teams 3 Women’s USTA City Champions Teams* * Captained by Brook Wooten and Erin Rhatigan (2x) *Captained by Carrie Strickler and Katie Mays

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Dr. Nathaniel Thornton Will be inducted into the Georgia Sports Hall of Fame Legends Category on February 24, 2024 Special thanks to Kevin Case and Chris Borders For submitting the nomination and Jim Terry For serving on the GASHOF Board of Directors

We are extremely proud to celebrate the induction of tennis great, Nat Thornton into the Georgia Sports Hall of Fame, Legends category (posthumous). We especially want to thank Chris Borders with the Heritage Committee and Kevin Case, Chair of the Tennis Committee for submitting the nomination. We are grateful to Jim Terry who serves on the Board of Directors for the Hall, who was also instrumental in getting Nat into the Legends category.

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Net and Gross Winners of Today’s Member Scramble

Highlands Gross

Riverside Gross

Highlands Net

Riverside Net

BUD TAYLOR will provide the four groups of members who won gross and net for each course. (This slide will be updated just before the meeting) Ask these members to please stand. (APPLAUSE) Now, I would like to recognize our past years’ club champions.

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2023 Golf Champions Club Championship Anna Norris Brett Barron Men’s Super Senior Mark Benefield Senior Champion Neal Hendee Mid-Am Champion Kyle Hammond Match Play Champion Kyle Hammond

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2023 Golf Champions

RTJ 4-Ball

Chris Smith Scott Wallace

Girls Junior Champion

Emma Veil

Boys Junior Champion Ryan Glover Women’s 18-Hole Champion Donna Gonsalves Women’s 9-Hole Champion Laura Keogh

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Recognition of Chief Historian, Emeritus Mr. Bill O’Callaghan

It could be argued that no one has done more for this club’s heritage and preservation of its history than Bill O’Callaghan. Bill we would like to recognize you for all you have done for this club with this resolution which reads: (maybe just the part in bold :) Resolution of the Board of Directors of the Atlanta Athletic Club

February [6], 2024

Whereas, the Board of Directors of the Atlanta

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Athletic Club, Inc. (the “AAC”) has determined that, since its founding in 1898, the AAC has maintained and fostered a deep and rich heritage within the community of golfers throughout the world; Whereas , the Board of Directors has further recognized the important role that the AAC has played within said community of preserving and honoring the history and traditions of the game and especially the achievements of its many great champions including those of past members Robert Tyre (“Bobby”) Jones Jr. and Alexa Stirling Fraser; Whereas , the Board of Directors desires to specifically recognize and acknowledge the significant contributions of one of its present members within that community, and the role he has played both in preserving the history and traditions of golf generally as well as safeguarding and advancing the proper place of the AAC within that history and those traditions; Whereas , in furtherance of those contributions, and among other things, said individual has been and continues to be a member in good standing of the AAC for fifty-five years, is a member of both the Royal & Ancient Golf Club of St. Andrews, served as President of the AAC from 1992 to 1994, spearheaded the creation and funding of the Jones Room within the AAC

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clubhouse as well as the acquisition of many of the artifacts contained therein, served as primary historical consultant to the publication of “Atlanta Athletic Club: A Host to History”, assisted in the implementation of the QR Code AAC Clubhouse Tour project, led numerous tours of, and made numerous presentations regarding, the AAC clubhouse, grounds and history that breathed life into the AAC story, and served on the Heritage Committee of the AAC for too many years to even count; Now, therefore, be it resolved , that in recognition of the above-contributions to the AAC and the game of golf and the preservation of its history, and of his enthusiastic, tireless, kind-hearted and respected ambassadorship of the game and of the AAC, the Board of Directors hereby confers upon member: William L. O’Callaghan the title of “ Atlanta Athletic Club Chief Historian, Emeritus ” , with such title to be held in perpetuity, and being accompanied by the deepest appreciation, love and respect from the Board of Directors and members of the AAC. In Witness Whereof , this resolution is directed to be placed within the minute book of the AAC as of the date and year first written above and is executed and delivered by the below-officers on behalf of, and pursuant to, a

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unanimous vote of the Board of Directors.

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2024 TREASURER’S REPORT

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(PRESIDENT Costello:) Now, I’d like to introduce the Club’s Treasurer, John Stakel, who’ll give the Financial Report. John?

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The Punchline!

• Your Club is operating in a sound and strong financial position

• Your Club has a solid cash balance and reasonable debt  We are building a long-term cash safety position

• Inflation and the cost to attract talent continues to impact us  Management is diligently working to help manage the impact using new tools, data and metrics

• Working on the long-term with the Vision Committee

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TODAY’S DISCUSSION

• Financial Overview – Guiding Principles • FYE 3/31/2023 Audit Results • Operating Highlights/Fiscal Year to Date • Budgeting Process and Observations FY24-25

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Financial Overview- Guiding Principles • Operations - funded by dues, member usage fees, and non-member usage fees

• Capital Improvements – funded by initiation fees, capital contributions and bank loans, as needed

Disciplined financial management following Board approved budget and conservative policies.

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OVERALL ASSESSMENT OF CLUB FINANCES

• Annual Operations: • Cash and debt position is balanced and provides flexibility • Operating on consistent, stable, and sound basis • Inflation continues to be impactful, especially in labor, golf carts, construction costs • Leadership has created, and will continue to harvest operational efficiencies • Starting to leverage data, KPI’s and new tools for more real time decision making • Longer Term Planning • Long-term improvements - parking lot, men’s locker room, main clubhouse • Vision Committee

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FYE 3/31/2023 Audit Results

• Audit Firm – Frazier & Deeter o Evan Troutt, Audit Manager • Significant experience with peer clubs • Unmodified Opinion

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Fiscal Year to Date – 12/31/2023

Comments • Higher revenues from

FY24‐ 12/31/23 ‐ 9 Months

($ 000's)

Actuals

Budget

Variance

events, higher restaurant usage & golf guest fees

Revenue

$ 26,508

$ 25,294

$ 1,215

• $223K higher interest income • 13% average lower

Expenses

$ (25,871)

$ (24,887)

$ (985)

headcount offset by higher labor costs to keep and attract team members maintenance expenses and impact of inflation across all departments

Gross Operating Profit

$

637

$

407

$ 230

• Higher grounds

Depreciation

$

(2,813)

$ (2,813)

$

(1)

Net income/(Expense)

$

(2,176)

$ (2,406)

$ 230

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Cash and Debt Overview

• Total cash balance at 12/31/2023 of $10.4 million • Started strategic cash reserve in 2022 and current balance of $2.1 million • Debt balance at 12/31/2023 of $8.0 million: • Effective interest rate of 5.05%; 56% hedged fixed rate • Debt per JME - $5,662 (in range of reasonableness) • 20 Year Amortization with 10 Year Balloon of $4 million in 2030

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Capital Planning

• Capital Planning • Long-range capital repair and replacement planning by management • Capital spending priorities reviewed by Management, the Finance Committee and the Board regularly • Long-term recommendations from the Vision Committee • Capital Funding • Initiation Fees and Monthly Capital Dues consistent with management forecasts • Starting to see an increase in member attrition

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BUDGET PROCESS

• David, Andy, Finance Committee and Board • Started process in November 2023 • Meet in two weeks to review and approve • Challenges: • Impact of continued inflation • Increasing costs to attract and retain team members and maintain service levels, especially in F&B

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WHAT CAN YOU DO?

• Remember: • It’s our Club, not David’s Club, not the Team Member’s Club - It’s the Member’s Club • Our job and responsibility, as a collective group, is to make the Club we want • Look for efficiencies and provide constructive suggestions to David • When requesting change in operations or facilities, realize it will come at a cost – not that we shouldn’t do it but should recognize cost

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WHAT CAN YOU DO?

• Create and Foster Culture of Stewardship: • Leave the Club better than you found it • Make investments for short and long term - $ and time (volunteer) • Prior members made significant investments to enhance the Club for our benefit • We owe it to those coming after us to do the same • It’s one of the core principles of AAC and what has helped create one of the top private clubs in the country!

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Thank You

Membership Finance Committee Team Members David, Andy, and Senior Leadership Team Board of Directors

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PRESIDENT’S MESSAGE

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Focus Areas

Your Club has been focusing on 4 areas this year: 1. Stewardship 2. Branding 3.Member Access and Service 4.Long-Range Planning

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Stewardship – Leave it better than you found it New Members – Refined Admissions Process: 1. Enhanced Sponsor Responsibilities 2. Names Published More Broadly 3. Expectations Set During Interview Process 4. Orientation – More Refined: a. General b. Golf

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Stewardship – Leave it better than you found it Existing Members: 1.Divot Filling Parties 2.Committee Repair and Maintenance Reviews 3.Traditions Committee 4.Heritage Fund – to preserve our history 5.125 th Celebration and Events

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Branding All we do impacts internal and external brand Facilities Need to Support and Reinforce our Brand • Tennis Center Front Entrance • Tennis Stadium – Pickleball Courts • Men’s Locker Room • Men’s Grill • Heisman Field

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Branding Always put our best foot forward Golf Course Raters Program • Riverside 2 nd Best Transformation in the country! • PGA and USGA very competitive to be “part of their group” • Account Management Plan

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Branding Traditions Reinforce our Brand

Golf

• PGA Championships • US Am, Girls Junior, Women’s Am • East Lake Cup

International Club Relationships • “Known by the company you keep” • Tradition to be shared with younger members

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Branding • Top Athletes from our Club • Celebrating and Displaying our Unique History

• USGA Historian Review • Memorabilia Appraisal

Top Athletes from our Club: Bailey Tardy , now on the LPGA tour, 4 th place in US Women’s Open 2023 David and Maxwell Ford , David 5th and Maxwell 13 th on US amateur golf ranking Bailey Moody – bronze medalist in the 2020 Paralympic Games in Tokyo for Women’s Wheelchair Basketball Brooks Curry – golf medalist in the 2020 Olympic Games in Tokyo for the Men’s 4x100 Freestyle Relay

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Member Access and Service

Manage Member Size as Appropriate • 15% fewer members than 2002 • Greater Access to Golf • Men’s Invitational – 55% played for 1 st time • The Nelly • Op 36 • Gentlemen’s and Ladies’ Par 3

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Member Access and Service

Greater Access to Member Events: • Added more events • July 4 th • Reduced pool reservations • Christmas Spectacular • Fall Fridays for Families

More events added this year: OVER 50!

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Member Access and Service

Infrastructure is Important • Key Performance Indicators Across the Club • Examples – Golf Pace of Play is 4:06 avg. • F&B 1 st course time – 5-8 minutes • Reviewed at every Board Meeting

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Member Access and Service

Service Standards Frameworks • Critical for an Operation this Size • Example – Golf Maintenance Framework • Grounds Committee Review • USGA GS3 Ball • Soon will be club-wide

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Member Access and Service

Process, People and Technology- Required! • Too big (5,000) to provide best experience just based on quantity of team members • Need best people with best skills

• New Hires: CHRO – Joel; CFO –Andy • J1 Visa Program for Culinary Support • Invest in Current Team • Board needs right skills as well • Board skills matrix

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Long Range Planning

• Need a solid framework for the next 20-30 years • Needs to cover facilities, operations, and finance • Vision Committee still working hard

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Long Range Planning Vision Committee

• Tim Bentsen Chair • Have lists of improvements and costs • Matching that to usage and non-financial information • Challenging to get the non-financial data • Will hear more soon

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Conclusion

“No man can honor a club like this. The honor lies in belonging to it.

I am prouder of being a member of this Club, than I could be of winning all the championships there are.” -Bobby Jones

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Vision Committee and Purpose Statement

Tim Bentsen

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Our Purpose Statement

We embrace our rich history and legacy of championship golf in a warm environment where families make memories and members make life-long friends

Our Mission Statement needed some updating, so I asked Bruce Barfield to take on the task and he formed the AAC Branding Committee whose members consisted of Leigh Jackson, Mike Fleming, David Sheppard, Margaret Almand and myself. After many meetings and wordsmithings, the committee landed on this Purpose Statement. The Board approved the new purpose statement and now it reads:

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Nominating Committee Report

Tim Bentsen

Now, Tim Bentsen, Chairman of this year’s Nominating Committee, will present the committee’s report (MR. Bentsen:) The Nominating Committee of the Atlanta Athletic Club has been duly appointed, consisting of myself as Chairman; Patrick Ford, David Smith, Bruce Barfield; and members at large, Craig Henry, Roddy McCrory, and Les Harper our report is as follows: For the open Director Positions, for four‐year term expiring March 31, 2028: Mr. Mike Fleming Mr. Dan Payne Mr. Eric Portman For the position of President, for a two‐year term expiring March 31, 2026: Mr. John Stakel Mr. President, I respectfully conclude the report of this year’s Nominating Committee. (PRESIDENT Costello:) Many thanks to Tim and all the members of the Nominating Committee for all their efforts. As provided within the Club’s election procedures, I declare the nominations closed.

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Ballot Verification Report

And now we call on AAC member, David Potts, who is in charge of the ballot verification to come forward and give his report. (David Potts) Mr. President, we have counted and verified the votes cast in the election of President and Directors. Accordingly, by an overwhelming majority, the results, as

recommended by the Nominating Committee, are as follows: For Directors: Mike Fleming, Dan Payne and Eric Portman For President: John Stakel Mr. President this concludes my report.

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Recognition of Incoming Directors and President

Mike Fleming

Dan Payne

Eric Portman John Stakel

President Costello: Thank you David . You have just heard the tabulated results, and I declare them to be: For Directors: Mike Fleming, Dan Payne and Eric Portman; and For President, John Stakel Congratulations, gentlemen would you all please stand and be recognized? (APPLAUSE) Mike, Dan and Eric we welcome you to the Board of Directors and look forward to working with you.

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Recognition of Outgoing Directors

Kevin Case

Jim Kiker

Tim Bentsen

And now it is time to recognize our out‐going board members ‐ a bitter‐sweet time. Sorry to see them leaving the board but delighted to let them enjoy a little time in the spotlight for their hard work and incredible contributions to our Club. Kevin Case joined the club in 1999 as a Jones member. He was Founder and CEO of multiple companies as well as serving on several non‐profits throughout his career. He and his wife Anne live in Peachtree Corners and have four grown children and ten grandchildren. Kevin served on the Finance Committee as co‐chair in 2020, served as chair of Tennis in 2021, 2022 and 2023. In 2022, he also served as chair for Athletics and as co‐chair for Golf in 2023. Kevin is passionate about tennis and pickleball and was one of the driving forces behind transforming the tennis stadium into a first class pickleball facility. Kevin, will you please come and receive your plaque which says, “Kevin Case: With Gratitude and Admiration for you Loyalty, Dedication and Service to Atlanta Athletic Club and its members by serving as a member of the Board of Directors 2020‐2024.” Jim Kiker joined the club in 1983 as a Junior member. He is He is Director of Sales at Qualcomm. He served as co‐chair for both House and Tennis Committees in 2020, as co‐ chair for both Golf and Grounds Committee in 2021, Chaired Golf and co‐chaired Grounds in 2022 and Chaired Golf again in 2023. Jim was instrumental in re‐vamping our golf handicap system. Jim, will you please come and receive your plaque which says, “Jim Kiker:

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With Gratitude and Admiration for your Loyalty, Dedication and Service to Atlanta Athletic Club and its members by serving as a member of the Board of Directors 2020‐2024.” Tim Bentsen j oined the club in 1996 as a Jones member; He is Retired Southeast Area and Atlanta office Managing Partner, KPMG; He is a Board Member at Synovus Financial Corp., RidgeWorth Funds and Krispy Kreme Doughnuts; He was also an adjunct professor at Terry College of Business, University of Georgia. Mr. Bentsen served as co-chair of Finance in 2017, Chair of Finance in 2018 and 2019; was elected President in 2020 and 2021 and served as Chairman in 2022 and 2023. Tim successfully managed the club through the COVID 19 Pandemic; Re-roofed the main clubhouse; Completely renovated the Range Practice area. We saw unprecedented use of golf courses and range. He established an Employee Assistance Program for furloughed employees . Tim, will you please come and receive your plaque which says, “Tim Bentsen with gratitude and admiration for your loyalty, dedication and service to Atlanta Athletic Club and its members by serving as a member, president, and chairman of the Board of Directors, 2017-2024.” Tim, would you like to share some parting words as Chairman of the Board?

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OLD BUSINESS

(PRESIDENT Costello:) Thank you all for your leadership, service, and many contributions to the club and membership. Before we wrap up this meeting • F&B tonight • Leave this room for 20 minutes • Head toward the Interlachen Lounge to enjoy the beverages and appetizers • Staff will advise when to return • Food will be served in the St Andrews room

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OLD BUSINESS: (PRESIDENT Costello:)

We are just about concluded, now, is there any old business?

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NEW BUSINESS

NEW BUSINESS: (PRESIDENT Costello:) Is there any new business?

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Questions?

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ADJOURNMENT

If there is no further business, I will entertain a motion for adjournment. Do I hear a second? This meeting is adjourned.

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Thank you!

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