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Special Called Meeting of the Board of Regents Thursday, March 2, 2023 1:00 p.m. EST

Julian M. Carroll Academic Services Building, 2nd Floor 400 East Main Street Frankfort, Kentucky 40601

*** Meeting Will be Conducted in Person and by Teleconference ***

Thursday, March 2, 2023 1:00 p.m. EST

Board of Regents Room Julian M. Carroll Academic Services Building, 2nd Floor 400 East Main Street Frankfort, Kentucky 40601 (Primary Physical Location)

Zoom Link: https://kysu.zoom.us/j/99997836813 Webinar ID: 999 9783 6813 One Tap Mobile: US: +13126266799,,99997836813# or +16468769923,,99997836813#

MYERS MCRAE EXECUTIVE SEARCH AND CONSULTING

80·08

BETWEEN MYERS MCRAE, INC. AND KENTUCKY STATE UNIVERSITY

NOVEMBER 4, 2021

This Letter of Agreement confirms the engagement of Myers McRae Executive Search and Consulting Firm ("SEARCH FIRM") to conduct the search for President of Kentucky State University ("UNIVERSITY"). SEARCH FIRM's role is to enable UNIVERSITY to make an effective decision as a result of a comprehensive and professional search.

Marketing Materials – SEARCH FIRM will prepare the position description profile and related advertisements/announcements, which will detail the required experience, knowledge, credential criteria, job responsibilities/expectations of the position, the application/nomination process, etc. Marketing material content is subject to approval of identified search leaders for UNIVERSITY.

Identification and Recruitment of Prospective Candidates – SEARCH FIRM will send the position description profile to a comprehensive, targeted list of prospects within its database. Additionally, SEARCH FIRM will place advertisements/announcements in appropriate national and regional publications and job boards, actively seeking prospective candidates who may not be exploring opportunities, but who are well qualified for the position. These actions, coupled with the development of potential candidates through our professional contacts, will enable SEARCH FIRM to develop a comprehensive pool of candidates.

Candidate application materials will be uploaded into SEARCH FIRM's secure, online Candidate Resume File to which search committee members will have access 24 hours a day.

Evaluation, Selection, and Interviews – SEARCH FIRM will assist the search committee in evaluating candidates, personally contacting the top prospects to discuss the position and gather additional research. SEARCH FIRM will identify a list of competitive candidates. With the assistance of SEARCH FIRM, the search committee will determine the top candidates to invite for interviews. SEARCH FIRM will assist in arranging and facilitating interviews, and suggested interview protocol and questions will be provided to the search committee for consideration.

Corporate Office

Consultants and Professional Staff – Kenny Daugherty, President, and Emily Myers, CEO, will be the lead consultants on this search. Other team members will be Jennifer Barfield, Senior Vice President, who will assist with candidate identification and recruitment; Judy Lunsford, Vice President and Chief Marketing Officer, who will prepare the position description profile and advertisements; Amira Bevill, Director of Operations, who will assist with search operations and communications; Robb Myers, Senior Vice President, who will assist with background and credential checks; and Hunter Godsey, Senior Vice President, who will assist with invoicing and contract preparation.

Applicant Processing – Upon SEARCH FIRM's commencement of promoting/advertising the search, UNIVERSITY agrees that all applicants—internal and external—will be processed through the process as defined in this Letter of Agreement.

Fee – SEARCH FIRM's professional fee for the presidential search is $45,000 and includes the development and design of the position description profile and its distribution to prospective candidates; design and submission of advertising/announcements; receipt and processing of candidate application materials and nominations; candidate evaluation; identification of excelling candidates; interview assistance; reference, credential, and background checks; contract negotiations (if needed); access and use of SEARCH FIRM's secure, web-based candidate review portal; the use of toll-free conference call phone service; background check expenses; and office operation expenses, e.g. copies, faxes, courier fees, postage, etc.

The professional fee will be invoiced in three (3) installments of $15,000 each. The first installment is due with the signed agreement. The remaining two (2) installments will be invoiced 30 and 60 days following signing of the agreement.

Expenses – UNIVERSITY will be responsible for search-related expenses, including advertising approved by UNIVERSITY; travel and lodging of the candidates invited onsite by UNIVERSITY; and travel and lodging expenses of search consultants requested onsite by UNIVERSITY. Search expenses are invoiced at cost as incurred and will be in accordance with UNIVERSITY's reimbursement policy.

Payment of Fee and Expenses – Payment of expenses are due in full upon receipt. UNIVERSITY agrees to pay all fees and expenses, as set forth herein, regardless of the successful candidate's status as an internal or external applicant. In the event UNIVERSITY makes a successful offer to a candidate prior to completion of the schedule of invoices, any and all remaining fees and expenses will be invoiced for immediate payment.

Warranty – SEARCH FIRM guarantees the quality of its work. In the event the hired candidate leaves employment within the first 12 months, SEARCH FIRM will conduct a one-time replacement search on an expense-only basis. This search replacement warranty will be voided if UNIVERSITY hires a candidate prior to completing the search and vetting process detailed in the aforementioned Search Process Summary.

Cancellation – UNIVERSITY may cancel this search at any time, but in no case would SEARCH FIRM's fees be less than the first installment invoice plus accrued expenses. Should cancellation occur after 90 days, SEARCH FIRM's fees are considered earned in full.

Indemnification – SEARCH FIRM shall hold harmless and indemnify UNIVERSITY from and against any and all damage or claims that may arise during normal operation of SEARCH FIRM's business, except loss or damage arising from any neglect by UNIVERSITY, its agents, or employees.

Confidentiality - Candidate applications, materials, and inquiries are confidential to the fullest extent allowed by law and other governing requirements. Search committee members will be requested to adhere to confidentiality guidelines presented at the initiation of the search process.

Equal Opportunity Employment – Throughout the search process for candidates, SEARCH FIRM will have a genuine commitment to equal opportunity employment, endorsing the letter and the spirit of the law and making an effort to encourage applications from minorities and women.

Relationship – Both parties agree that all of actions under this agreement shall be as an independent contractor, and this agreement does not constitute any type of employment, partnership, joint venture, or similar undertaking between the parties.

Amendment – This agreement may be amended only by a written instrument signed by both parties.

ACCEPTANCE – By signature hereon, each party agrees to the terms described in this agreement.

FOR UNIVERSITY

CBOmp

11421

Signature

Date

Clara Ross Stamps, Acting President Name and Title

Emily P. Myers Chief Executive Officer 11/4/2021 Date

11/4/2021 Date

Please provide the name, title, phone number, and email address of the person our firm should contact to gather information related to initiating the search.

Dr. Gerald W. Patton Chair, Board of Regents

regent.patton@kysu.edu

Please sign and return a completed copy of the agreement to HunterGodsey@MyersMcRae.com

We are confident that we will add significant value to the quality of the search process and enhance the quality of the pool of candidates for your consideration. We look forward to working with you and the other leaders of your UNIVERSITY. OFFICE OF GENERAL COUNSEL

Approved as to form only.

March 10

Profile approved/advertising and email sent

TBD Initial search committee meeting

April 21 Best Consideration

April 26

Selection of 5 candidates recommended to the Board

April 27-May 4

Board Reviews materials of candidates recommended by search committee and selects candidates for campus interviews.

May 15-19 Campus interviews

May 25 (Tentatively) Announcement of President

Approval of Campus Brochure and President's Job Description

Kentucky State University first initiated the presidential search in the Fall of 2021, in accordance with the Executive Order issued by Governor Andy Beshear. Following a competitive procurement process, the Kentucky State University Board of Regents (Board) selected the search firm of Myers McRae to assist in the search. Before the search firm had the opportunity to complete its work, the Board halted the search, as required by House Bill 250, which mandated that the search process was to be held in abeyance until 2023. The Board is now re-initiating the presidential search process and will need to approve the job description and campus brochure that will be used by Myers McRae as part of the search's advertising.

The University previously executed a contract with Myers McRae for $45,000.

Chair Patton recommends that the Board of Regents approve the campus brochure and job description.

Approve the campus brochure and job description.

The Board of Regents of Kentucky State University, a public, historically Black land-grant university has launched a national search for the 19th PRESIDENT OF THE UNIVERSITY. The next President will have significant impact on the future of the University, its role in the community, and its impact in the region and state. As the executive officer of the University, the President provides visionary leadership and transparent stewardship to accomplish the mission and goals of the University.

VISIT KYSU.EDU TO LEARN MORE.

Kentucky State University (KSU) is a public, comprehensive, historically Black land-grant university located in Frankfort. The University is committed to advancing the Commonwealth of Kentucky, enhancing society, and impacting individuals by providing quality teaching with a foundation in liberal studies, scholarly research, and public service to enable productive lives within the diverse global economy.

Founded in 1886 as the State Normal School for Colored Persons and named a land-grant college under the Second Morrill Act of 1890, Kentucky State University became Kentucky's second state-supported institution of higher learning.

Today, the University is one of the most diverse institutions among Historically Black Colleges and Universities (HBCUs) in the nation and the most diverse among the state's public universities. KSU is split nearly 50/50 between African American students and non-Black students. Additionally, this same ratio applies to the employees of the University.

Universities (HBCUs) in the nation and the most diverse among the state's public universities. KSU is split nearly 50/50 between African American students and non-Black students. Additionally, this same ratio applies to the employees of the University.

Kentucky State has an enrollment of approximately 2,200 students and 135 full-time faculty members. The University’s student-faculty ratio is the lowest among public institutions of higher learning in Kentucky.

Students have the opportunity to receive an associate degree in two disciplines; a baccalaureate degree in 22 majors, several of which have optional specializations; a master's degree in eight disciplines; and a doctoral degree in nursing practice. KSU's location in the capital city of Frankfort affords the University the opportunity to offer unique and outstanding state government student internships.

The College of Agriculture, Community, and the Environment

The College of Humanities, Business, and Society

The Whitney Young Honors Collegium is an integrated liberal studies academic program that emphasizes the development of global student leaders who are innovative and committed to the learning process, experimentation, and community service learning.

Five distinct Liberal Studies degrees are available through the Whitney Young Honors Collegium. The Bachelor's Degree options include the Honors Program degree in Liberal Studies, a general studies "completion degree," and a student-designed major in liberal studies.

In 2019, Kentucky State reaffirmed its accreditation with the Southern Association of Colleges and Schools Commission on Colleges (SACSCOC). The University received the best possible review with the committee finding KSU in full compliance and offering no recommendations or requests for continued monitoring. SACSCOC reaffirmed Kentucky State's accreditation for the next 10 years.

Kentucky State demonstrates its high bar of excellence with national accreditation of many of its academic programs, including Education, Nursing, Social Work, Public Administration, Business Administration, and Music.

As part of the reaffirmation process, Kentucky State developed a Quality Enhancement Plan (QEP): “Learning that Works.” This program seeks to introduce students to essential skills for career readiness through a required freshman-level class, “Navigating the Technological World,” that focuses on the past, present, and future of technology. As part of the class, the students learn several approaches to critical thinking and problem-solving, including design thinking, systems thinking, and ethical thinking. The skills are acquired through a teamwork-based approach which culminates in a group project that seeks solutions for problems brought about by the contemporary, technology-driven world.

In 2020, Kentucky State University became the first public historically Black institution, the first college in the Commonwealth of Kentucky, and only the

second Morrill Land-grant Act of 1890 institution to be granted membership in the prestigious Council of Public Liberal Arts Colleges (COPLAC). Founded in 1987, COPLAC has 29 current members. Membership is limited to public universities and colleges that demonstrate a dedication to liberal arts education as the best and most comprehensive preparation for a life of purpose and meaning within society.

As a land-grant college through the second Morrill Act of 1890, Kentucky State conducts research, provides cooperative extension services, and teaches programs in the food and agricultural sciences that serve the state and nation. KSU’s 882-acre campus includes a 307-acre agricultural research farm and a 306-acre environmental education center. The School of Agriculture, Communities, and the Environment (ACE) offers two undergraduate and two graduate degree programs and multiple certificate programs. The ACE has nationally and internationally recognized research programs in aquaculture (fish farming), organic agriculture, sustainable biofuel feedstock production, alternative fruit and nut crops, ecological entomology, alternative pesticides and water quality, global information systems, agroforestry, goat production, biotechnology, obesity and human health, and apiculture.

Kentucky State and Bulleit Frontier Whiskey recently announced a partnership that includes an annual scholarship of $25,000 to students in the Master of Science in Environmental Studies program over a five-year period. Diageo North America, the holding

company of Bulleit Frontier Whiskey, has made a broader $10 million commitment to fund permanent endowments at 25 HBCUs to develop future leaders and help shape a more equitable society, which includes a $1 million gift to Kentucky State.

Made possible by the recently passed Kentucky State Senate Bill 270, a partnership between Kentucky State University, Simmons College of Kentucky, and West Louisville has been established that will help address issues of health education, wellness, and food insecurity in West Louisville and will prepare more teachers of color. Building off of the success of Kentucky State's dual-credit courses to high school students at Frankfort High School and West Jessamine High School, this partnership will enable West Louisville students to earn an associate's degree from Kentucky State by the time they graduate high school. Research shows that dual-credit courses benefit low-income and students of color, citing a report by the Kentucky Council of Postsecondary Education (CPE).

In addressing the food desert in West Louisville, where the nearest grocery store is 10 miles away and no restaurant is nearby, Kentucky State’s agriculture program will work with the community to develop various gardening practices to help alleviate the problem until a grocer for the area can be identified and implemented. The University also will work with the Cabinet for Health and Family Services (CHFS) to assist in the delivery of public assistance, social support services, and health and nutrition services to the area.

Kentucky State intercollegiate athletic teams, Thorobreds, participate as a member of the National Collegiate Athletic Association (NCAA) Division II Southern Intercollegiate Athletic Conference. Men's sports include baseball, basketball, cross country, football, golf, and indoor and outdoor track and field. Women's sports include basketball, cross country, indoor and outdoor track and field, softball, and volleyball.

Kentucky State University is a public, comprehensive, historically black land-grant university committed to advancing the Commonwealth of Kentucky, enhancing society, and impacting individuals by providing quality teaching with a foundation in liberal studies, scholarly research, and public service to enable productive lives within the diverse global economy.

Kentucky State University prepares today's students as global citizens, lifelong learners, and problem solvers. To accomplish this, Kentucky State University must challenge itself and its students to be the best. It must recognize its strengths, expand, and excel. Notwithstanding, it must also welcome change and quality improvement. By doing so, KSU will gain widespread recognition as one of the region's strongest universities. As a university of distinction, Kentucky State University will create an environment where:

Through the core values, we—the faculty, staff, administration, and students of Kentucky State University—communicate to all our stakeholders and constituents the way in which we choose to do business. The following values that we hold are essential to achieving the University’s mission:

Student Centered Philosophy—In everything we do, our students come first. We strive to create an environment that values the unique backgrounds, perspectives, and talents of all our students and provide them with the academic, leadership, and social tools to help them grow as responsible, knowledgeable, and creative global citizens. We encourage attitudes and behaviors that lead to a desire to learn, a commitment to goals, and respect for the dignity of others. Ultimately, we encourage attitudes and behaviors that build success. Excellence and Innovation—We believe in students' potential to learn and to connect what they learn inside and outside the classroom to solving problems for productive changes. We strive to offer excellent academic programs; to encourage exploration and discovery through providing outstanding instruction, technology, and facilities; and to ignite a curiosity toward the world and a passion for lifelong learning. We seek to reward the pursuit and achievement of excellence and innovation in an environment where freedom of thought and expression are valued. We want all members of our campus community to leave a mark through their creativity, curiosity, discovery, exploration, and ingenuity.

Excellence and Innovation—We believe in students' potential to learn and to connect what they learn inside and outside the classroom to solving problems for productive changes. We strive to offer excellent academic programs; to encourage exploration and discovery through providing outstanding instruction, technology, and facilities; and to ignite a curiosity toward the world and a passion for lifelong learning. We seek to reward the pursuit and achievement of excellence and innovation in an environment where freedom of thought and expression are valued. We want all members of our campus community to leave a mark through their creativity, curiosity, discovery, exploration, and ingenuity.

Ethical Conduct—We encourage the sharing of information in an open and responsible manner while maintaining the highest ethical and moral standards. The standards are reflected in our commitment to accountability and to personal responsibility for our choices and actions. We encourage respect for the dignity, diversity, and right of individuals. We welcome all students who commit themselves to learning, knowing that students and faculty with diverse perspectives enhance our classroom experience.

Social Responsibility—We share responsibility for each other and are committed to providing opportunities for the participation in the economic, political, and cultural life of our local, state, regional, national, and global communities. We are sensitive to our surrounding community; therefore, we recognize the value of integrating classroom learning with the community experience. Our commitment is to provide leadership and to establish partnerships for addressing community and workforce needs and to make a positive difference in the city of Frankfort, the Commonwealth of Kentucky, and the world.

#1 In terms of best value within our region

#7 Among public institutions within our region

#12 Best college for veterans within our region

#29 Among Historically Black Colleges and Universities

#36 Among southern regional institutions

#53 In social mobility within our region

The President of Kentucky State University will be a visionary leader and strategic thinker who will bring outstanding administrative experience, strong character and integrity, and a commitment to the mission of the University. The successful candidate will value Kentucky State's culture, community, and heritage, especially its role as one of the nation's leading HBCUs.

The President will have a proven leadership style that evokes trust, welcomes collaboration, reflects confident decision making, and effectively engages the talents and experiences of the administration, faculty, and staff. This executive officer will enhance the connectedness of each part of the University community and will booster Kentucky State's commitment to scholarship, multiculturalism, and diversity.

The President will foster a vibrant and empowered working and learning environment that reflects the University’s commitment to being a student-centered institution and promotes activities and programs designed for student success as well as students’ personal and academic development and mental health. This leader will have an appreciation for the faculty’s work in teaching, learning, creativity, and scholarship, and a willingness to support and enhance these endeavors.

Together, with the abilities to balance and prioritize, the President will possess discernment and judgment to assess, modify, and find a coherent path on which the University can pursue its mission and goals. A confident and perceptive administrator, the President will be able to ask the tough questions, make the difficult decisions, and pursue a strong strategic course of action that ensures the institution successfully moves forward. This administrator will understand the importance of working collaboratively with others and finding common ground among diverse viewpoints, while bringing about data-driven results through decisive, adaptive, and innovative actions.

The President will be an experienced, transparent financial steward who has overseen complex budgets and has worked with a governing board to develop and implement strategies to sustain and, over time, fortify an institution's financial position. This executive officer will seek partnerships that strengthen and expand programs and, as the principal fund raiser for the institution, will maintain established and develop new relationships, both public and private, that result in increased financial resources to achieve goals.

relationships, both public and private, that result in increased financial resources to achieve goals.

Both articulate and compelling, the President will support the significant role the institution plays in the community at large. Fully embracing the role of Kentucky State's chief ambassador, the President will become engaged in the community, region, and state to advocate for the University and to share its story of success.

The President currently has nine direct reports: Provost and Vice President for Academic Affairs, Senior Vice President for Brand Identity and University Relations, Executive Vice President for Finance and Administration and Chief Financial Officer, Vice President for Student Engagement and Campus Life, Director of Government Relations and Economic Innovation, Director of Athletics, General Counsel, Chief of Staff, and Business Manager of Executive Operations.

The President reports to and serves at the pleasure of the Kentucky State University Board of Regents, the University’s governing body. The Board consists of 11 members, including a staff representative, student representative, faculty representative, and eight Governor-appointed members. The President will collaborate, communicate, and counsel with the Board of Regents to create a team that works seamlessly to advance the mission of the University.

In serving as the chief administrative and educational officer of the University, the President will perform such duties and responsibilities as may be prescribed by the Board of Regents as follows:

The successful candidate will have an earned terminal degree from a regionally accredited institution and at least seven years of progressively responsible leadership experience in an academic or professional role.

Kentucky State University is an Equal Opportunity/Affirmative Action employer and educational institution and does not discriminate on the basis of age (40 and over), color, creed, disability, ethnicity, gender expression, gender identity, marital status, national origin, political belief, pregnancy, race, religion, sex, sexual orientation, or veteran status in the admission to, or participation in, any educational program or activity (e.g., athletics, academics and housing) which it conducts, or in any employment policy or practice.

Kentucky State University is in the commonwealth's capital city of Frankfort. Nestled between Louisville and Lexington along the banks of the Kentucky River, Frankfort is in the heart of bourbon, horse, and wine country. Preservation of historic structures throughout the city adds to its picturesque quality.

With a population of approximately 25,000, Frankfort offers natural charm, small-town friendliness, and community engagement with big-city amenities and opportunities just short distances away. Easily accessible by major highways, Frankfort is within a short drive of Lexington (30 miles), Louisville (53 miles), and Cincinnati (85 miles). Frankfort offers festivals throughout the year and a wide array of public art, museums, and galleries to visit. Outside recreation offers hiking, biking, cruising the river, fishing, boating, and great parks. While the distillers and wineries draw visitors, the city also offers great opportunities to explore antique shops, bookstores, farmer's markets, retails stores, and even a candy factory. From coffee bars to cafés and specialty restaurants, residents and visitors can enjoy a delicious delight or meal.

Frankfort offers festivals throughout the year and a wide array of public art, museums, and galleries to visit. Outside recreation offers hiking, biking, cruising the river, fishing, boating, and great parks. While the distillers and wineries draw visitors, the city also offers great opportunities to explore antique shops, bookstores, farmer's markets, retails stores, and even a candy factory. From coffee bars to cafés and specialty restaurants, residents and visitors can enjoy a delicious delight or meal.

Kentucky State is Frankfort's only university and a strong town-gown relationship mutually benefits the University and the community. This is especially evident in the ever-growing list of Kentucky State alumni who serve as politicians and educators, as well as business, agriculture, and industry leaders.

Confidential inquiries are welcomed, and nominations are invited.

Additional information will be requested upon receipt of application.

Review of applications begins immediately. For best consideration, submit applications by April 6, 2022. Applications will be accepted until the position is filled.

Submit nominations to:

KentuckyState-nominate@myersmcrae.com with complete contact and e-mail information for the individual being nominated.

Kenny Daugherty, President of Myers McRae Executive Search and Consulting, is assisting Kentucky State University with this search. Request a conversation at KennyDaugherty@MyersMcRae.com.

Approval of the Presidential Search Committee's Composition and Charge

On or about April 8, 2022, House Bill 250 was formally enacted to maintain Kentucky State University's (KSU) financial solvency and to ensure its future viability in the Commonwealth. In accordance with the enacted legislation, the Board of Regents halted its initial presidential search process until the spring of 2023.

On February 22, 2023, KSU's Board of Regents formally announced the re-initiation of the presidential search process. As such—and pursuant to Article IX, Section 9.1, of the Gold Book, which stipulates that, “[a]d hoc committees may be created, and members appointed by the Chairperson”—the following committee composition and charge is submitted to the Board.

The Presidential Search Committee shall be composed of eight (8) members:

The identified selection groups shall submit the selected/elected presidential search committee members' names and contact information to the Board Chair no later than 5 p.m. EST on Monday, March 6, 2023.

The Kentucky State University Presidential Search Committee shall conduct a search process to identify finalists for the Kentucky State University presidency. The Search Committee shall prepare a report for the Board of Regents that will provide a summary of the search process.

The Committee shall identify and evaluate candidates for President. The Committee's evaluation shall include the strengths and areas of concern for each of the finalist candidates in an unranked format and a formal recommendation to the Board of Regents of no more than five (5) but not less than three (3) finalists.

In conducting the search process, the Committee shall work with the executive search firm selected by the Board of Regents, with

assistance from the following appointed liaisons:

N/A

Chair Patton recommends that the Board of Regents approve the Presidential Search Committee's Composition and Charge.

Approve the Presidential Search Committee's Composition and Charge.