08/20/2025

Meeting Minutes for:
Executive Committee Meeting
Yuma International Airport, Conference Room
Wednesday, August 20, 2025 at 11:13 AM

    Call to Order:
    The Yuma County Airport Authority, Inc. (YCAA) Executive Meeting of the Board of Directors was called to order at 11:13AM on August 20, 2025, in the Yuma International Airport Conference Room, 2191 E. 32nd Street, Suite 218, Yuma, Arizona 85365. The Presiding officer was Bill Craft, Committee Chairman.

    YCAA EXECUTIVE COMMITTEE MEMBERS PRESENT WERE:
    Bill Craft, President
    Dean Hager, 1st Vice President
    Juan Guzman, 2nd Vice President
    Stanley Gourley, Treasurer
    Dr. Brian Cullen, Secretary

    YCAA EXECUTIVE COMMITTEE MEMBERS ABSENT WERE:
    None

    ALSO PRESENT WERE:
    Gladys Brown, Airport Director
    Gerald Hinkle, Jr., Chief Financial Officer
    Meghan Scott, Airport Legal Counsel

    CALL TO THE PUBLIC
    There were no Public Comments.

    REGULAR AGENDA
    1) August 20, 2025, Executive Committee discussion regarding the performance evaluation of the Airport Director and the process during FY25.

    Executive Committee Discussion – Airport Director Evaluation
    During its recent meeting, the Executive Committee discussed the Board of Directors’ action taken at the August 12, 2025 Regular Meeting, noting that the decision did not appear to align with the published agenda. Specifically, Agenda Item #4, Airport Director’s Evaluation, was addressed in Executive Session, but the resulting action authorized the President to enter into a new employment agreement with the Airport Director, effective October 1, 2025. The proposed employment agreement had not been scheduled for consideration until the September regular meeting, and Ms. Brown provided the document to the Board for review as it was adjusted due to direction from the June 2025 Monthly Meeting and again reviewed by the Elections and Personnel Committee.

    Review of August Meeting Action
    Ms. Brown, Airport Director, explained what her understanding of the discussion that took place during Executive Session, which appeared to blur the distinction between the performance evaluation and the proposed future employment agreement. Ms. Brown clarified that she was not present during the Executive Session and asked Directors who were present to confirm whether the issue of financial incentives was discussed. Mr. Craft confirmed that no such discussion or consensus occurred; rather, the discussion centered on the proposed contract, which was not on the agenda.

    Mr. Gourley agreed, stating that the two issues were “blended,” resulting in action related to the future contract rather than the evaluation. He further clarified, as Chair of the Finance Committee, that the “Investment in Personnel” line item in the FY25 Annual Budget was intended for employees hired and managed by the Airport Director, not for compensation to the Airport Director herself. The Airport Director concurred.

    Clarification of Evaluation vs. Employment Agreement
    Ms. Brown presented draft language to be included in her future employment agreement that would provide greater specificity on the timing and process for her annual performance evaluation, as well as how merit and bonus pay would be considered and determined. The Committee agreed that including this language in the proposed contract would help prevent similar confusion in the future.

    Mr. Hager emphasized that the FY25 performance evaluation and potential bonus should be considered separately from the proposed employment agreement. Mr. Craft noted that while some Directors may believe that future contract provisions sufficiently reward past performance, both matters must be distinctly separated and addressed independently to ensure proper process.

    Mr. Guzman echoed this concern, expressing his confusion over the prior meeting’s outcome. He noted he was unable to participate in Executive Session due to attending remotely, consistent with Authority By-Laws that prohibit remote participation in Executive Sessions.

    For the September 2025 Monthly Meeting, Ms. Brown confirmed the agenda will have the Employment Agreement as Agenda Item #1 and the Airport’s Directors Annual Evaluation last on the agenda to avoid any crossover. The Employment Agreement has been discussed and reviewed multiple times by the Board and committees and the consensus by the Executive Committee to recommend the agreement with the revised language for merit/bonus pay as presented by Ms. Brown.

    Legal Counsel Guidance
    Ms. Meghan Scott, Legal Counsel, suggested that if the Elections and Personnel Committee were to provide a specific recommendation regarding a financial incentive, it could help focus Board discussion and ensure action is tied to that recommendation. Mr. Gourley expressed reservations, citing the Finance Committee’s responsibility for financial oversight and budget allocations. President Craft and the Executive Committee did explain in past years, this was determined by the Board at the meeting in which the item was on the Agenda and no recommendation stating a specific incentive has been provided.

    Committee Consensus regarding the Airport Directors FY 25 Evaluation
    The Executive Committee reached consensus to recommend that the Board of Directors reconsider the Airport Director’s Evaluation at the September 9, 2025 Regular Meeting. The Committee emphasized that the evaluation and any associated financial incentive must be considered as a separate agenda item from the proposed employment agreement to ensure clarity, proper process, and consensus.

    CALL TO THE PUBLIC
    There were no Public Comments.

    ADJOURNMENT
    There being no further business before the Committee the meeting adjourned at 12:27PM.



    // Approved //
    Bill Craft
    President, Yuma County Airport Authority
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