MEETING OF THE BOARD OF TRUSTEES January 26, 2017

AGENDA

12:00 pm Arrival 12:15 pm I. Approval of the October Minutes Jim Mabie Tab 1 12:20 pm II. Remarks of the Chairman Jim Mabie 12:30 pm III. Subchannel Overview & Introduction Dan Schmidt to Lesli Rotenberg, VP & General Manager Children’s Media and Education/PBS 12:35 pm 24/7 Multiplatform PBS Kids Service w/Q&A Lesli Rotenberg 1:05 pm IV. Governance Committee Report Denny Cummings Tab 2 1:10 pm V. Imagining More Campaign Report Mark Hoppe Tab 3 1:15 pm VI. Finance Committee Report Cary McMillan Tab 4 1:25 PM VII. President’s Report Dan Schmidt 1:45 pm VIII. New Business Jim Mabie 1:50 pm IX. Executive Session Jim Mabie 2:00 pm Adjourn Jim Mabie SUPPLEMENTARY MATERIALS Investment Committee Chart Tab 5 Key Performance Dashboard Tab 6 Board of Trustees Committees Tab 7 Board Meeting Dates Tab 8 Listing of the Board of Trustees Tab 9

The Standard Club 320 South Plymouth Court

Chicago, Illinois 60604 The Chicago Room – 4th Floor

(State/Jackson/Dearborn/Van Buren)

Valet parking and/or self-parking – Federal Street

Hosts: Dan Hyman and Bob Washlow

TAB 1 – MINUTES

MINUTES OF THE WINDOW TO THE WORLD COMMUNICATIONS, INC.

BOARD OF TRUSTEES MEETING The quarterly meeting of the Board of Trustees of Window to the World Communications, Inc. was duly convened at noon on October 26, 2016 at The Union League Club, Chicago, IL pursuant to notice. A quorum was present. Trustees Attending John Brennan Lew Collens James Donnelley * Howard Dubin Janice Feinberg Jamie Firth (on phone) Marshall Front Marvin Goldsmith (on phone) Michael Gonzalez Graham Grady Richard Gray Dan Hyman Mike Koldyke * Daniel Levin Fay Hartog Levin

Jim Mabie Peter McNitt Kevin Newell Carlos Pineiro Dan Schmidt Robert Silver Deirdre Joy Smith Susan Stone Bob Sullivan Donna Van Eekeren Kristen Carlson Vogen James Wooten Liza Yntema (on phone) David Zyer

Trustees Unable to Attend Wendy Abrams John Ballantine Robert Baum David Blowers Norman Bobins Alan Brown Bill Brown Robert Clifford Richard Colburn Michelle Collins Renée Crown Denny Cummings Deborah DeHaas Teri Frankiewicz Sr. Ann Ida Gannon* Chet Gougis Sandy Guthman *

Bob Hamada Mark Hoppe Tom Hurvis John McCarter * Michael McCaskey Cary McMillan Newton Minow * Alexandra Nichols Tom O’Toole Mark Pinsky Roger Plummer * Barbara Proctor Katie Rooney Shirley Welsh Ryan Gordon Segal Scott Serota Robert Washlow

Staff Attending Dan Andries Nathan Armstrong Geoffrey Baer Jill Britton Bridget Dehl Julie Dillon Anne Gleason Kathy Kielar

Jessica Lawson Tony Macaluso Reese Marcusson David Polk Phil Ponce Dan Soles Mike Tompary

Guests Other Melissa Berliner (Campbell & Co.) Jerry Glover, Esq. *Trustee Emeritus

******************** Chairman Jim Mabie called the meeting to order at 12:15 p.m. The Chairman thanked Trustees Lew Collens, Denny Cummings and Katie Rooney for hosting the meeting. The Chairman called for approval of the minutes of the June 30, 2016 Board of Trustees meeting. Following a motion by Howard Dubin, seconded by James Wooten, the Board approved the June minutes. Mr. Mabie noted that the next pledge drive for WFMT has a goal of $1.25 million. He stated that a so-called “silent drive” will be part of that pledge drive. He explained that the station’s pledge drive will be reduced from 15 to eight days. He added that an additional three-week silent drive will be added which is currently being conducted online and through direct mail. The silent drive, he noted, began October 20 and will end November 10. Mr. Mabie stated that challenge grants are a significant part of the success of the WFMT drive and he thanked the following Trustees for providing those grants: Daniel and Fay Levin, Graham Grady, Marvin Goldsmith and Kristin Carlson Vogen. Mr. Mabie noted that the next WTTW pledge drive begins November 26 and will run through December 12. He reminded the Board that changes to the Board’s committee structure and other changes were implemented in June. He noted that the following committees now report to the following Board officers: Vice Chair John Brennan—Development Committee and both of its sub committees; WFMT & The Radio Network Vice Chair Renée Crown—Legislative Vice Chair Fay Levin—Community Engagement, Governance and Strategic Planning Treasurer/Secretary Cary McMillan—Audit, Finance and Investment Mr. Mabie stated that three new Board chairs have been added: Community Engagement—Janice Feinberg Development—John Brennan Strategic Planning—Alan Brown Mr. Mabie then introduced Phil Ponce, anchor of CHICAGO TONIGHT, to describe the station’s coverage of the current election season. Mr. Ponce noted that the station

covers the election in a way that allows viewers to learn about the various candidates. He noted that the show had hosted several candidate forums during the season and candidates participate in these forums because they know their election may depend on those appearances. Mr. Ponce thanked the City Club of Chicago and the League of Women Voters for their support of CHICAGO TONIGHT during the election season.

******************** The Chairman then called on Marshall Front, in the absence of Cary McMillan, for the report of the Finance and the Investment Committees. Mr. Front noted that the Finance Committee had recently met to review current FY17 financial results and FY16 audited financial statements. He noted that FY17 revenue and expenses are budgeted at $45.6 million with a small operating net of $10,000. Noting that the first fiscal quarter is historically slow, Mr. Front stated that a $2.2 million loss was recorded for the three months ended September 30, 2016, slightly better than budget. He noted that direct response revenue (i.e., membership renewals) was performing well and exceeded budget. He added that television and radio broadcast underwriting and advertising is slightly below budget noting that cash flow remains strong. Mr. Front concluded that the station was on target to break even this fiscal year. Mr. Front stated that management had reviewed three WTTW-produced national television and online productions for the Committee. He noted that management informed the committee that the series NATURE CAT, now a regular part of the PBS Kids line-up, had met the station’s fundraising goal. He added that PBS has approved a second and third season of the series. Finally, Mr. Front stated that the Committee recommended that the Board approve the audited financial statements for FY16. Following a motion by Lew Collens. seconded by Donna Van Eekeren, the Board approved FY16 audited budget. Mr. Front explained that the Committee had reviewed the latest data on the Endowment Fund investment returns. He noted that the Fund was down 5.1% for FY16 but that the Fund had recovered that entire shortfall in the first quarter of FY17, up 5.15%. He noted that the Investment Committee remains focused on long term returns for the Endowment Fund. He added that the Fund has returned an average of 9.4%, and 8.1% over the last seven years.

********************

The Chairman then called on John Brennan for the Imaging More campaign report. Mr. Brennan stated that the campaign had raised $51.7 million to date adding that $3 million of that total had been raised since June. He attributed that increase to the following:

3

► A pledge from PBS to support two new, national programs hosted by Geoffrey Baer. A pledge from the Joseph and Bessie Feinberg Foundation to support one of those programs, “Weekend in Havana.” ► The Employee Giving campaign to name the station’s mailroom in honor of longtime mailroom manager Manny Garcia. ► A gift from Trustee Tom Hurvis to help launch a Community Engagement project. ► A planned gift from Trustee Richard Gray and Mary Gray to support, encourage and expand collaborative arts projects that span television, radio, digital and partnerships. ► An annual gift to support and promote the efforts of the Richard and Mary L. Gray Artistic Collaboration Fund which is inspiring creative and collaborating thinking across the stations’ platforms for the benefit of viewers and listeners. Mr. Brennan noted that the Collaboration Fund recently made possible production of the documentary “Do You Speak Chopin?” He asked WFMT’s Program Director, David Polk, to describe the project. Mr. Polk stated that the station had provided three weeks of live coverage of the annual Chopin piano competition in Warsaw and that the station had collaborated with filmmaker Marian Marzynski to create a documentary about that competition. He noted that the documentary was broadcast by WTTW in October.

Mr. Brennan noted that PBS had ordered the production on the next three installments of the “10 That Changed” series. He explained that the next three programs would be 10 Monuments, 10 Sacred Spaces and 10 Manmade Marvels that Changed America. Mr. Brennan stated that PBS has promised a primetime, common carriage slot for the new programs in 2018. He added that the station is seeking $2.5 million from individuals, corporations and foundations to underwrite the production. He noted that PBS has provided the station with a grant totaling $400,000 for the series. Mr. Brennan noted that PBS has approved production of “Weekend in Havana with Geoffrey Baer” which will air in prime time nationally during the spring or summer of 2017. He stated that filming on the project will begin in December. He added that two companion radio pieces for WFMT will be created with one of the production crew’s guides, Cuban jazz pianist Roberto Fonesca, and “Fiesta!” host Elbio Barilari. He noted that the project has been budgeted at $650,000. Mr. Brennan then introduced Geoffrey Baer to discuss his recent scouting trip to Havana. With a series of photographs taken during his trip, Mr. Baer illustrated the charms offered by the city as well as a few inconveniences encountered there.

******** The Chairman then called on Dan Schmidt for the President’s report. Mr. Schmidt noted that management had set the following goals for FY17:

4

► Achieve the FY17 financial plan with a breakeven year. ► Identify $1 million from operations to be invested in the Endowment Fund. ► Raise $11 million in development fundraising for both WTTW and WFMT that is separate from the Imagining More Campaign. ► Add $9 to $12 million to the Imaging More Campaign tally bringing it to approximately $60 million. He added that the station had the following objectives for viewership, listnership and digital: ► Maintain WTTW’s position as the most watched public television station in the top ten markets based on gross rating points. ► Build WFMT’s weekly cumulative audience to 300,000 persons with an average quarter hour listenership of 8,000. Mr. Schmidt noted that in September, WFMT had a weekly cume of 305,900 and average quarter hour listenership of 11,100. He added that an additional 200,000 weekly listeners tune into the station from its web stream. ► Initiate a new strategic planning effort with a three-year horizon in consultation with the Strategic Planning Committee. Mr. Schmidt noted that Trustee Alan Brown had agreed to chair this effort. Mr. Schmidt noted that the station will premiere the new Geoffrey Baer documentary, “Navy Pier: A Century of Reinvention” tomorrow night. He noted that the station will broadcast from Navy Period during the broadcast along with WTTW members attending a screening party at the Shakespeare Theatre. He thanked the Chicago Cubs for underwriting the event. Mr. Schmidt also thanked the program’s funders: Peter McNitt and BMO Harris Bank, Denny and Sandy Cummings and James Wooten and ITW. He also thanked Norm Bobins for his personal support of the program. Mr. Schmidt stated that $350,000 had been raised for this local production. He noted that the annual PBS Fall Arts Festival began last week with the broadcast premiere of the documentary “Hamilton’s America,” a documentary about the production and evolution of the Broadway show. He thanked Jim and Kay Mabie and Bob and Roberta Washlow for their support of the fall series. Mr. Schmidt presented video clips from the Hamilton and Navy Pier shows. Mr. Schmidt stated that NATURE CAT, the nationally-broadcast children’s series co-produced by WTTW, reaches 3.4 million children each month on television and 14.2 monthly streams on digital platforms. He thanked Donna Van Eekeren for her leadership support of the series as well as the support of Carole and Gordon Segal, Sandy and Jack Guthman and Dave Zyer. Mr. Schmidt noted that the station is in the early stages of launching a new community engagement initiative that will showcase a series of communities that are having a

5

positive impact in improving the life of its citizens. He stated that the initiative, Good Neighborhood, is a multi-year project that explores the work of neighborhood activists and grassroots groups in revitalizing Chicago’s most challenged communities. Mr. Schmidt stated that the initiative will start with a focus on the Pilsen neighborhood and the role an organization called the Resurrection Project has played there. He asked WTTW producer, Dan AndrIes, and staff member Jessica Lawson to describe the first program in this series. Ms. Lawson noted that the series will explore several themes including community-based health and social service agencies, affordable housing in gentrified neighborhoods, housing for students and the elderly, immigration policy and its direct impact on residents’ lives, peer and mentorship education and the role of faith-based activism. Mr. AndrIes stated that the half-hour programs will air on WTTW and will be offered nationally to PBS. He noted that a website will be developed to accompany the series and that community screenings and engagements events in the neighborhoods portrayed in the series will be sponsored by WTTW and supporting organizations.

********

There being no new business, the meeting was adjourned at 2:00 p.m. _____________________________________ Secretary APPROVED: ______________________________ Chairman

6

TAB 2 –GOVERNANCE COMMITTEE REPORT

Page 1 of 3

Trustee Candidates At the board meeting, Trustees will vote on the following candidates. You will find their brief bios below. If you have any questions, comments, or concerns you would like to share in advance of the meeting, please contact Denny Cummings at Tilden_cummingsjr@ml.com or at (312) 269-5090.

Valerie Alexander is the former Chief Marketing Officer of the Clinton Foundation. Prior to joining the Foundation, she was an Executive Vice President at Edelman Public Relations for three years, where she built marketing communication campaigns for Fortune 100 companies. She took a leave of absence from Edelman to serve as a spokesperson and Senior Communications Advisor for Secretary Clinton’s presidential campaign in 2008. Early in her career she worked for Senator Durbin (D-IL), ultimately as his Chief of Staff. After leaving the senator’s office, she joined a lobbying firm—representing clients on Capitol Hill—focusing on renewable energy legislative issues.

Valerie is a graduate of Purdue University with a B.A. in English. She lives in Chicago with her husband and two children.

Current and recent Board service includes the Presidential Leadership Scholars Program, Tournament Management Committee of PGA Tour, and Prevent Child Abuse America.

A special thanks to Fay Hartog-Levin for suggesting Valerie’s candidacy.

Trustee Candidates continued

Page 2 of 3

Kandace Lenti is the Managing Director, Government, Not-For-Profit, Healthcare Banking for Wintrust Financial Corporation. She has worked as a Commercial Banking professional for over 20 years in Middle Market, servicing entrepreneurial clients as well as the government, non-profit, and healthcare divisions. Prior to Wintrust, Kandace spent 23 years at JPMorgan Chase in various roles including Senior Underwriter, Assistant Vice President, and Vice President. She also served three years at American National Bank.

Kandace has her B.S. in Finance, as well as her MBA in Finance, both from DePaul University. She lives in Chicago with her husband and three daughters.

Current and recent Board service includes National Runaway Switchboard, Chicago Jesuit Academy, Women in Public Finance Group, and Link Unlimited.

A special thanks to Reese Marcusson for suggesting Kandace’s candidacy.

Trustee Candidates continued

Page 3 of 3

Peter Pond is the Co-Founder of Alta Equity Partners and has served as its General Partner since June 2000. He served as a Principal and Managing Director in the Investment Banking Department at Donaldson, Lufkin & Jenrette Securities Corporation in Chicago and served as its Head of Midwest Investment Banking Group.

Peter holds a B.S. in Economics from Williams College and an M.B.A. in Finance from the University of Chicago, Booth School of Business. He lives in Chicago with his wife.

Current and recent Board service includes The Field Museum of Natural History, Chicago Shakespeare Theatre, Brain Research Foundation, Maximus, Inc., River Branch Holdings, LLC, and Navigant Consulting, Inc.

A special thanks to Marshall Front for bringing Peter to the Governance Committee’s attention. Peter has been a fan and supporter of the organization, through the Satellite Council, for over 30 years.

TAB 3 – IMAGINING MORE CAMPAIGN

Please join us with your guests at an upcoming event!

To rsvp, share guest names, or ask questions, please contact Jill Britton or Julie Dillon.

Jill Britton Julie Dillon (773) 509-5552 (773) 509-5566 jbritton@wttw.com jdillon@wttw.com

Wednesday, February 1 WTTW and WFMT studio tour at 5:00 pm with Reese Marcusson

A terrific way for new or old friends of the station to gain an insider’s perspective on our work.

Thursday, February 16 America’s Test Kitchen at WTTW at 5:30 pm

Meet the new hosts of this popular program. There will be about 125 guests at this event.

Thursday, February 23 Meet & Greet + reception with Rick Steves at WTTW at 4:30 pm

The popular travel host will be here in person. There will be about 200 guests at this event.

Thursday, February 23 or Thursday, March 2 WFMT’s Dennis Moore and Sara Su Jones reception & recital at 5:30 pm in the Fay and Daniel Levin Performance Studio

WFMT’s popular host, Dennis Moore is also a pianist! Enjoy hearing him in performance with his partner, an accomplished violinist.

Wednesday, May 3 Gala: An Evening in Havana with WTTW and WFMT at 6:00 pm

The evening will feature a spirited performance celebrating the arts and culture in Havana inspired by our upcoming documentary, Weekend in Havana.

Wednesday, May 10 Exploring Music with Bill McGlaughlin

Enjoy the opportunity to meet Bill and learn more about this fascinating program on WFMT. This evening event will take place at the home of Lori Julian. Time TBA.

Ongoing Opportunities We are happy to schedule times at your convenience for a private tour of the studios with Dan Schmidt or Reese Marcusson, the opportunity to sit in the Crown Studio during the live broadcast of Chicago Tonight, or attend a live Impromptu broadcast at WFMT. These opportunities can generally be arranged with about two weeks’ advance notice.

TAB 4 – FINANCE COMMITTEE REPORT

Window to the World Communications, Inc. Financial Executive Summary

January 2017

FY 17 • FY 17 revenue is forecast at $44.97 million, expenses at $44.96 million and operating net income is

forecast at a positive $10 thousand. The primary reason for the revenue and expense decline vs. last year is the non-renewal of the Dept. of Ed Ready to Learn project. Original budgeted revenue and expenses were adjusted to forecast to reflect recent risks and trends.

• The quiet phase of the Imagining More campaign continues and $54 million in campaign pledges havebeen received since the beginning of the campaign.

• Direct response membership revenue is forecast at $9.5 million, increased from the original budget dueto strong execution of membership campaigns, web membership growth and sustaining monthlymemberships.

• Major gift fundraising revenue is forecast at $7.7 million in FY 17, which is in addition to continuedImagining More campaign success, and down slightly due to lower than expected local TV productionunderwriting.

• TV local underwriting and radio ad sales are forecast at $3.9 million in FY 17, down from FY 16 andoriginal budget. Broadcast and traditional media advertising is down industry-wide and results for thefirst six months of FY 17 were below budget, resulting in a negative forecast adjustment.

• WTTW’s PBS program fees are known and will increase to $5.6 million in FY 17, $700,000 more than lastyear. WTTW’s CPB Federal grant increased by $450 thousand vs. last year to $4.1 million.

• We renewed our $19.3 million debt and extended the term to June 2021 with similar terms. We alsohave a $5 million line of credit, which is currently unused. Current borrowing costs are at one monthLIBOR (currently .62%) plus 1%.

• We’ve had success around Nature Cat, Soundstage and 10 that Changed America. Expandingproduction and audience beyond Chicago has a large financial and audience upside and carries morethan customary risk. We’ve estimated approximately $247 thousand of WTTW National productionmargin risk in the FY 17 forecast, down from the beginning of FY 17 $410 thousand risk.

• Several open positions were filled sooner than budgeted resulting in a negative forecast adjustment.

• A 2% salary increase pool is forecast for FY 17 and raises for staff began in August 2016. We’vecompleted bargaining with our IBEW technical union and AFTRA production union, which representapproximately 40 of our 200 employees. Medical benefit costs were budgeted to increase 7%, based onprior year’s claims, trends and broker projections. Actual medical costs and trends were better thanbudgeted, resulting in a positive forecast adjustment.

• Most other expenses are conservatively budgeted to reflect our continued commitment to qualitymedia.

FY15 FY16 FY17 FY17 % Variance of Total 16 Actual vs

Actual Actual Forecast Forecast 17 Forecast NOTES

REVENUE

TV

Membership (<$500) 12,531,229$ 13,122,697 12,556,000 (566,697)

Gala 1,509,616 1,034,587 900,000 (134,587)

Major Gifts (>$500) 6,129,417 5,753,986 5,405,000 (348,986)

National TV Production 2,764,729 4,180,577 3,972,000 (208,577)

Dept. of Education - Ready to Learn 7,195,278 1,726,514 - (1,726,514) No new Dept. of Ed grant in FY17

Local Underwriting 2,143,859 2,071,457 1,838,000 (233,457)

Federal & State Operating 3,923,460 3,575,745 4,089,100 513,355

Campaign & Endowment Transfer 1,475,848 5,553,087 5,688,710 135,623

Other 2,597,838 2,014,026 1,869,500 (144,526)

Total TV Revenue 40,271,273 39,032,676 36,318,310 81% (2,714,366)

Radio

Membership (<$365) 3,160,953 3,297,376 3,135,000 (162,376)

Major Gifts (>$365) 1,224,327 1,094,245 1,436,000 341,755

Advertising 2,164,376 1,974,062 2,000,000 25,938

Radio Networks 1,589,943 1,481,921 1,577,225 95,304

Campaign & Endowment Transfer 592,074 50,000 310,000 260,000

Other 321,766 388,211 192,900 (195,311)

Total Radio Revenue 9,053,439 8,285,815 8,651,125 19% 365,310

Total Revenue 49,324,712$ 47,318,491 44,969,435 100% (2,349,056)

EXPENSES

Salaries & Benefits 19,110,576$ 19,620,465 19,594,550 44% 25,915

Membership & Fundraising Services 6,270,914 6,369,803 6,227,843 14% 141,960

PBS Program Fees 4,196,083 4,888,373 5,629,000 13% (740,627)

Local TV Production 2,617,695 2,975,164 3,452,071 8% (476,907)Incl. camp. funded projects in FY 15

National TV/Radio Networks 10,832,631 8,040,079 3,924,300 10% 4,115,779 and 16 and no Dept of Ed project exp. in FY 17. Camp. funded projects

Depreciation 2,565,249 2,482,867 2,596,800 6% (113,933) throughout FY 17 forecast exps.

Other 3,645,035 2,901,309 3,534,871 8% (633,562)

Total Expenses 49,238,184$ 47,278,060 44,959,435 100% 2,318,625

Net Operating Income (loss) 86,528$ 40,431 10,000 (30,431)

Capital Expenditures 1,617,139$ 2,046,213 1,893,750

WTTW|WFMTANNUAL REVENUE AND EXPENSE COMPARISON

FY 15 - 17

FY16 FY17 FY17 VarianceActual Forecast Actual Act vs Forecast

REVENUE

TV

Membership (<$500) 5,891,834$ 5,862,825 6,103,177 240,352

Gala 15,000 11,000 12,500 1,500

Major Gifts (>$500) 2,950,067 2,807,500 2,794,118 ( 13,382 )

National TV Production 1,565,817 1,326,250 1,387,043 60,793

Dept. of Education - Ready to Learn 1,578,860 - - -

Local Underwriting 965,413 773,798 851,325 77,527

Federal & State Operating 1,862,502 2,093,123 2,093,123 -

Campaign & Endowment Transfer 664,000 665,000 665,500 500

Other 290,006 214,623 186,760 ( 27,863 )

Total TV Revenue 15,783,499 13,754,119 14,093,546 339,427

Radio

Membership (<$365) 1,758,434 1,600,150 1,744,989 144,839

Major Gifts (>$365) 536,584 591,600 456,688 ( 134,912 )

Advertising 950,427 1,020,002 998,269 ( 21,733 )

Radio Networks 731,553 680,944 679,569 ( 1,375 )

Campaign & Endowment Transfer - - - -

Other 88,202 59,225 60,656 1,431

Total Radio Revenue 4,065,200 3,951,921 3,940,171 ( 11,750 )

Total Revenue 19,848,699$ 17,706,040 18,033,717 327,677

EXPENSES

Salaries & Benefits 10,394,774$ 9,648,426 9,293,070 355,356

Membership & Fundraising Services 2,345,036 2,357,365 2,176,994 180,371

PBS Program Fees 2,462,607 2,833,498 2,833,208 290

Local TV Production 1,587,331 1,378,755 1,327,350 51,405

National TV/Radio Networks 3,936,857 1,704,897 1,701,993 2,904

Depreciation 1,269,948 1,298,400 1,298,400 -

Other 1,539,482 2,078,365 1,868,431 209,934

Total Expenses 23,536,035$ 21,299,706 20,499,446 800,260

Net Operating Income (loss) ( 3,687,336 )$ ( 3,593,666 ) ( 2,465,729 ) 1,127,937

WTTW|WFMTYEAR-TO-DATE REVENUE AND EXPENSE COMPARISON

DECEMBER 2016

WTTW|WFMT2017 DECEMBER FORECAST

WTTW WFMT CORPORATE TOTAL NOTES

REVENUE $ 36,318,310 8,651,125 - 44,969,435

DIRECT EXPENSES

Salaries & Benefits 13,733,450 3,024,000 2,837,100 19,594,550 Membership & Fundraising services 4,794,433 1,433,410 - 6,227,843 PBS program fees 5,629,000 - - 5,629,000 Local TV productions 3,452,071 - - 3,452,071 National TV/Radio Networks 2,843,997 1,080,303 - 3,924,300 Depreciation 2,044,800 458,600 93,400 2,596,800 Other 140,763 1,728,530 1,665,578 3,534,871

Total Direct Expenses $ 32,638,514 7,724,843 4,596,078 44,959,435

Net Operating Income (loss) $ 3,679,796 926,282 ( 4,596,078 ) 10,000 ============== ============= ============= =============

WTTW|WFMT2016 ACTUAL (AUDITED)

WTTW WFMT CORPORATE TOTAL NOTES

REVENUE $ 39,032,676 8,285,815 - 47,318,491

DIRECT EXPENSES

Salaries & Benefits 13,699,968 3,152,861 2,767,636 19,620,465 Membership & Fundraising services 4,676,133 1,693,670 - 6,369,803 PBS program fees 4,888,373 - - 4,888,373 Local TV productions 2,975,164 - - 2,975,164 National TV/Radio Networks 6,858,799 1,181,280 - 8,040,079 Depreciation 1,883,609 464,476 134,782 2,482,867 Other ( 332,636 ) 1,970,630 1,263,315 2,901,309

Total Direct Expenses $ 34,649,410 8,462,917 4,165,733 47,278,060

Net Operating Income (loss) $ 4,383,266 ( 177,102 ) ( 4,165,733 ) 40,431 ============== ============= ============= =============

WTTW|WFMT2016 ACTUAL (AUDITED) VS. 2017 DECEMBER FORECAST

WTTW WFMT CORPORATE TOTAL NOTES

REVENUE $ ( 2,714,366 ) 365,310 - ( 2,349,056 )

DIRECT EXPENSES

Salaries & Benefits 33,482 ( 128,861 ) 69,464 ( 25,915 ) Membership & Fundraising services 118,300 ( 260,260 ) - ( 141,960 ) PBS program fees 740,627 - - 740,627 Local TV productions 476,907 - - 476,907 National TV/Radio Networks ( 4,014,802 ) ( 100,977 ) - ( 4,115,779 ) Depreciation 161,191 ( 5,876 ) ( 41,382 ) 113,933 Other 473,399 ( 242,100 ) 402,263 633,562

Total Direct Expenses $ ( 2,010,896 ) ( 738,074 ) 430,345 ( 2,318,625 )

Net Operating Income (loss) $ ( 703,470 ) 1,103,384 ( 430,345 ) ( 30,431 ) ============== ============= ============= =============

NOTE: Direct expenses aren't meant to reflect an accurate accounting of costs and effort. Shared services and allocations aren't included above. For example, membership & fundraising salaries & benefits are included in WTTW direct expenses although a true allocation would have some expenses charged to WFMT and Corporate.

TAB 5 – INVESTMENT COMMITTEE CHART

TAB 6 – KEY PERFORMANCE DASHBOARD

Financial

Source: Financial and Fund statements

3

7.9 8.2 9.0

9.6 9.5

$-

$2

$4

$6

$8

$10

$12

FY13 FY14 FY15 FY16 FY17

Mill

ions

Direct Response Revenue

6.9 7.4

6.7 6.8 6.2

$-

$1

$2

$3

$4

$5

$6

$7

$8

FY13 FY14 FY15 FY16 FY17

Mill

ions

Pledge Revenue

10.1 9.8 8.9

7.9 7.7

$-

$2

$4

$6

$8

$10

$12

FY13 FY14 FY15 FY16 FY17

Mill

ions

Major Gift Revenue

5.8

24.9

31.7

40.8

54.0

$0

$10

$20

$30

$40

$50

$60

Calendar 13 Cal. 13-14 Cal. 13-15 Cal. 13-16 Cal. 13-Current

Mill

ions

Cumulative Imagining More Campaign

Source: Google Analytics; StreamGuys Analytics, GoodBarber app analytics

Pageviews and Streaming

4

2,688,047

500,000

1,000,000

1,500,000

2,000,000

2,500,000

3,000,000

Q2FY10 Q2FY11 Q2FY12 Q2FY13 Q2FY14 Q2FY15 Q2FY16 Q2FY17

wttw.com Pageviews – FYQ2

855,480

300,000

400,000

500,000

600,000

700,000

800,000

900,000

1,000,000

Q2FY10 Q2FY11 Q2FY12 Q2FY13 Q2FY14 Q2FY15 Q2FY16 Q2FY17

wfmt.com Pageviews – FYQ2

61,103,111

20,000,000

25,000,000

30,000,000

35,000,000

40,000,000

45,000,000

50,000,000

55,000,000

60,000,000

65,000,000

Q1FY10 Q1FY11 Q1FY12 Q1FY13 Q1FY14 Q1FY15 Q1FY16 Q1FY17

WFMT Stream Listened Minutes FYQ1

268,927

150,000

175,000

200,000

225,000

250,000

275,000

Q2FY16 Q2FY17

WFMT App Views – FYQ2

Note: See correlative upward trend in streaming numbers below. Pageviews will increasingly migrate to below platforms as stream listening moves to WFMT app and WFMT on TuneIn Radio, Sonos, iTunes Radio, etc.

Note: We changed our WFMT stream CDN (content delivery network) vendor in Q2; metrics for Q2 are shared between two vendors and are apples to oranges. In Q3, we will be 100% on our new CDN and will report Q3 numbers.

TAB 7 – BOARD OF TRUSTEES COMMITTEES

TAB 8 – BOARD MEETING DATES

5400 N. Saint Louis Avenue Chicago, Illinois 60625 4698

Telephone 773 509 5400 Fax 773 509 5300

January 2017 TO: BOARD OF TRUSTEES FR: Renée Weingard Assistant to the President Secretary to the Board of Trustees

PH: 773/509-5401 rweingard@wttw.com

Please mark your calendars: The FY2017 WWCI Board remaining meeting dates are: January 26, 2017 Noon – 2:00 pm The Standard Club Dan Hyman; Bob Washlow, Hosts April 26, 2017 Noon – 2:00 pm True Partners Consulting Cary McMillan, Host June 29, 2017 Noon – 2:00 pm Women’s Athletic Club Liza Yntema, Host You will receive the notice approximately one month before each meeting.

TAB 9 – LISTING OF THE BOARD OF TRUSTEES

5400 N. Saint Louis Avenue Chicago, Illinois 60625 4698

Telephone 773 583 5000 Fax 773 509 5300

January 17

(CONFIDENTIAL) BOARD OF TRUSTEES

Chairman James W. Mabie Vice Chairmen John Brennan Renée Crown Fay Hartog Levin President Daniel J. Schmidt Treasurer/Secretary Cary McMillan Trustees Wendy Abrams 405 Sheridan Road Highland Park, Illinois 60035-5367 (847.757.2675) WAbrams@gmail.com John W. Ballantine (Fla: Nov thru late of May) 230 Pendleton Avenue Palm Beach, Florida 33480 Call first: (561.650.1387) (C: 312.961-3312) (FAX: 312.337.7879) jwb21646@att.net Robert H. Baum (Bob) Executive Vice President & General Counsel The Inland Real Estate Group of Companies 2901 Butterfield Road Oak Brook, Illinois 60523 (630.218.8000 Ext. 5664) (FAX: 630.218.8034) bbaum@inlandgroup.com

David C. Blowers (Dave) President and CEO Wealth Management – East Region The Northern Trust Company 40 West 57th Street, 21st Floor New York, New York 10019 (212.339.7414) (FAX: 212.339.7274) dcb2@ntrs.com cc: JLL9@ntrs.com Norman R. Bobins (Norm) Chairman The PrivateBank 70 West Madison Street, 9th Floor Chicago, Illinois 60602 (312.564.1616) (FAX: 312.564.1633) norm@bobins.net cc: akerrins@theprivatebank.com John L. Brennan Head of Wealth Management William Blair and Company 222 West Adams Street, 12th Floor Chicago, Illinois 60606 (312.364.8274) (FAX: 312.896.5119) jbrennan@williamblair.com cc: awillis@williamblair.com Alan A. Brown Managing Director Dividend Capital 200 South Wacker Drive, Suite 3100 Chicago, Illinois 60606 abrown@dividendcapital.com (312.674.4636)

William G. Brown (Bill) 207 South Beach Road Hobe Sound, Florida 33455 (772.546.0970) (FAX: 772.546.1607) wgb@wbrown.com Robert A. Clifford (Bob) Partner Clifford Law Offices 120 North LaSalle Street, Suite 3100 Chicago, Illinois 60602 (312.899.9090) (FAX: 312.977.9922) RAC@cliffordlaw.com cc: sp@cliffordlaw.com Richard W. Colburn Henley Management Company 555 Skokie Boulevard, Suite 555 Northbrook, Illinois 60062 (847.480.4690) (FAX: 847.480.7981) creek@555skokie.com Lewis Collens (Lew) 1555 North Astor Street, Unit 6W Chicago, IL 60610 (preferred c: 312.972.8198) (FAX: 312.436.1201) (o: 312.436.1406) lcollens@gmail.com cc: cnash@dobrusinlaw.com Michelle L. Collins President Cambium LLC 6 North Michigan Avenue, Suite 1011 Chicago, Illinois 60602 (312.285.2625) (FAX: 312.212.5917) (Mobile: 312.925.9432) MLC5020@gmail.com cc: whetstone.sandy@yahoo.com Renée Crown 1155 Mohawk Road Wilmette, Illinois 60091–1294 (847.251.0565) (FAX: 847.251.2526) gom8412@ameritech.net Tilden Cummings, Jr. (Denny) Senior Vice President Merrill Lynch 33 West Monroe Street, Suite 2200 Chicago, Illinois 60603-5451 (312.269.5090) (FAX: 312.546.4237) Tilden cummingsjr@ml.com

Deborah L. DeHaas (Deb) Vice Chairman, Central Region Managing Partner and Chief Inclusion Officer Deloitte LLP 111 South Wacker Drive Chicago, Illinois 60606 - 4301 (312.486.5460) (FAX: 312.247.5460) ddehaas@deloitte.com cc: pknox@deloitte.com Howard S. Dubin Chairman and Treasurer Manufacturers’ News, Inc. 1633 Central Street Evanston, Illinois 60201-1569 (847.448.1123) (FAX 847.864-0044) hdubin@manufacturersnews.com Janice L. Feinberg, PharmD, JD President The Joseph & Bessie Feinberg Foundation 415 East North Water Street, Unit 2301 Chicago, Illinois 60611 (312.755.0026) (FAX: 312.755.0027) janicefeinberg@rcn.com James D. Firth (Jamie) 340 E. Randolph St., Apt. 406 Chicago, Illinois 60601 (312.550-1172) James.d.firth@att.net Theresa Frankiewicz (Teri) Vice President Crown Community Development 1751A West Diehl Road Naperville, Illinois 60563 (630.851.5490) tfrankiewicz@Crown-Chicago.com cc: mkopec@Crown-Chicago.com Marshall B. Front Chairman Front Barnett Associates LLC Three First National Plaza 70 West Madison Street, Suite 4920 Chicago, Illinois 60602 (312.641.9001) (FAX: 312.641.9009) mfront@front-barnett.com cc: jarmstrong@front-barnett.com

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Marvin S. Goldsmith Marketing That Works 1000 North Lake Shore Plaza, Unit 24C Chicago, Illinois 60611 (312.337.3343) (FAX: 312.337.3343) From/December 10 through May 15: Use following: 3460 Oak Hammock Court Bonita Springs, Florida 34134 (PH: & FAX: 239.498.6804) mgoldsm106@aol.com Michael W. Gonzalez Chief Executive Officer Maestros Ventures LLC 230 West Monroe Street, Suite 340 Chicago, Illinois 60606 (312.525.2990) (FAX: 312.525.2999) mwgonzalez@mvchicago.net cc: sagonzalez@mvchicago.net Chester A. Gougis (Chet) Managing Partner Cognitive Capital Partners LLC 205 North Michigan Avenue, Suite 2000 Chicago, Illinois 60601 (312.268.6012) (FAX: 312.276.8678) chet@cognitivecap.com cc: csaunders@cognitivecap.com Graham C. Grady Partner Taft Stettinius & Hollister LLP 111 East Wacker Drive, Suite 2800 Chicago, Illinois 60601 (312.836.4036) (FAX: 312.966.8541) ggrady@taftlaw.com Richard Gray The Richard Gray Gallery 875 North Michigan Avenue, Suite 3800 Chicago, Illinois 60611 (312.642.8877) (FAX: 312.642.8488) rgray@richardgraygallery.com cc: ktr@richardgraygallery.com Robert S. Hamada (Bob) Edward Eagle Brown Distinguished Service Professor Emeritus of Finance and former Dean University of Chicago Booth School of Business Prefers mail at: 50 East Bellevue Place, Unit 2305 Chicago, Illinois 60611 (312.541.9530) (FAX: 312.573.0605) robert.hamada@chicagobooth.edu

Mark A. Hoppe President & CEO MB Financial Bank 6111 North River Road Rosemont, Illinois 60018 (847.653.7700) mhoppe@mbfinancial.com cc: istevens@mbfinancial.com J. Thomas Hurvis (Tom) Chairman and CEO Old World Industries LLC 4065 Commercial Avenue Northbrook, Illinois 60062-1851 (847.589.2001) (FAX: 837.664.7001) thurvis@oldworldind.com cc: kgerstein@oldworldind.com Daniel J. Hyman (Dan) President Millennium Properties 200 West Madison Street, 36th Floor Chicago, Illinois 60606 (312.338.3003) (FAX: 312.264.0540) dhyman@mpirealestate.com Daniel E. Levin (Dan) Chairman The Habitat Company 350 West Hubbard Street, Suite 500 Chicago, Illinois 60654 (312.527.7445) (FAX: 312.527.4639) dlevin@habitat.com The Honorable Fay Hartog-Levin 240 Locust Road Winnetka, Illinois 60093 (m: 847.254.1195; h: 847.446.1194; o: 312.821.7529) flevin723@gmail.com cmaier@thechicagocouncil.org James W. Mabie (Jim) Principal William Blair & Company 222 West Adams Street, 13th Floor Chicago, Illinois 60606 (312.364.8678) (FAX: 312.551.1511) jmabie@williamblair.com cc: wnessner@williamblair.com Michael B. McCaskey (Mike) 924 Euclid Avenue Winnetka, Illinois 60093 (847.441.8123) 7.michael@gmail.com

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Cary D. McMillan Chief Executive Officer True Partners Consulting LLC 225 West Wacker Drive, Suite 1600 Chicago, Illinois 60606 (312.235.3308) (FAX: 312.235.3358) cmac@TPCtax.com cc: sharon.jones@TPCtax.com Peter B. McNitt Vice Chair BMO Harris Bank 111 West Monroe Street, 2nd Floor West Chicago, Illinois 60603 (312.461.2050) (FAX: 312.461.5454) Peter.mcnitt@bmo.com cc: Shannon.kruse@bmo.com Kevin Newell 530 North Lake Shore Drive, Unit 1501 Chicago, IL 60611 (312.856.5818) KevinNewell57@gmail.com

Alexandra C. Nichols 900 Mount Pleasant Road Winnetka, Illinois 60093 (847.441.5823) (FAX: 847.441.5833) anichols1@sbcglobal.net Thomas F. O’Toole (Tom) 2405 Greenwood Avenue Wilmette, Illinois 60091 (Mobile: 312.480.1281) thomas.otoole@kellogg.northwestern.edu Mark B. Pinsky Managing Director JPMorgan 10 South Dearborn Street, 44th Floor Chicago, Illinois 60603 (312.732.3440) (FAX: 312.732.3379) mark.b.pinsky@jpmorgan.com cc: Noelle.pilchak@jpmorgan.com Barbara Gardner Proctor Proctor Communications 3318 North Lake Shore Drive, Unit 912 Chicago, Illinois 60657 (312.692.1397) or (312.259.3424) barbaranchicago@yahoo.com

Katie J. Rooney Chief Financial Officer Aon Hewitt 4 Overlook Point Lincolnshire, Illinois 60069 (312.282.3800) (FAX: 312.381.9089) katie.rooney@aon.com cc: Rhonda.krause@aonhewitt.com Shirley Welsh Ryan Chairman Pathways Awareness 1001 Green Bay Road Winnetka, Illinois 60093 (847.501.5266) (FAX: 847.501.2692) swr@ryan-chicago.com cc: lcavarretta@ryaneg.com Daniel J. Schmidt (Dan) President & CEO Window To The World Communications, Inc. WTTW and WFMT 5400 North St. Louis Avenue Chicago, Illinois 60625 (773.509.5400) (FAX: 773.509.5300) dschmidt@wttw.com cc: rweingard@wttw.com Gordon Segal Co-Founder, CEO and Chairman, Retired Crate & Barrel 1474 Techny Road Northbrook, Illinois 60062-2393 (847.380.4441) (FAX: 847.205.1007) gsegal@prairiemgt.com cc: nklaiber@prairiemgt.com Robert S. Silver (Bob) 1232 Williamsburg Drive Northbrook, Illinois 60062 (847.498.1099) robertsilver@sbcglobal.net Deirdre Joy Smith Founder & CEO POWER: Opening Doors for Women Willis Tower 233 South Wacker Drive, Suite 6600 Chicago, Illinois 60606 (mobile: 202.257.9843) (FAX: 312.258-5600) Deirdre@womensnetworkingcommunity.org durre@women’snetworkingcommunity.org

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Susan A. Stone Partner Sidley Austin LLP One South Dearborn Street, 28th Floor Chicago, Illinois 60603 (312.853.2177) (FAX: 312.853.7036) sstone@sidley.com cc: bfranson@sidley.com Robert A. Sullivan (Bob) President Fifth Third Bank, Chicago 222 South Riverside Plaza MD GRVR4G Chicago, Illinois 60606 (312.704.7305) (FAX 312.704.4380) robert.sullivan@53.com cc: jeannette.kowalczyk@53.com Donna Van Eekeren Executive Chairman Land O’Frost, Inc. 10109 Columbia Avenue Munster, IN 46321 (219.961.9742) (cell: 708.203.6244) (FAX: 219.929.4199) Donna.vaneekeren@landofrost.com cc: Debbie.dzialo@landofrost.com Kristin Carlson Vogen President & CEO Oak Park-River Forest Community Foundation 1049 Lake Street Oak Park, Illinois 60301 (708.848.1560) (c: 708.527.1396) kcvogen@oprfcf.org cc: ccraddock@oprfcf.org Robert J. Washlow (Bob) Bay West Management LLC 555 Skokie Boulevard, Suite 255 Northbrook, Illinois 60062 (847.897.5754) (FAX: 847.897.5715) (Cell: 847.682.7078) rwashlow@baywestmgmt.com cc: pyoungblood@baywestmgmt.com James H. Wooten, Jr. 1160 South Michigan Avenue, Unit 3901 Chicago, Illinois 60605 (312.929.2348) jwooten3901@comcast.net

Elizabeth B. Yntema (Liza) 165 Thorn Tree Lane Winnetka, Illinois 60093 (847.691.3634) lizabyf@gmail.com David E. Zyer (Dave) Venture Partner OCA Ventures 351 West Hubbard Street, Suite 600 Chicago, Illinois 60654 (708.227.2855)(FAX: 708.366.7920) dave@ocaventures.com

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TRUSTEE EMERITUS

James R. Donnelley (Jim) Partner Ampersand, Reset & South Eastern, LP 333 North Michigan Avenue, Suite 2200 Chicago, Illinois 60601-4104 (312.827.1201) (FAX: 312.827.1234) james.donnelley@stetandquery.com cc: daisyh@stetandquery.com Ann Ida Gannon, B.V.M. 1050 Carmel Drive Dubuque, Iowa 52003-7998 resident@BVMCong.org (put Sr. Gannon name in subject line) (563.556.5474) Sandra P. Guthman (Sandy) 30 East Cedar Street Chicago, Illinois 60611-1113 (312.266.9507) (m: 312.515.1878) SPGuthman@alum.wellesley.edu

Martin J. Koldyke (Mike) Founder and Chairman Emeritus AUSL and Golden Apple Foundation 1500 North Lake Shore Drive, Unit 9A Chicago, Illinois 60610 (312.642-6448) (FAX: 312.642.6814) glaposa@frontenac.com John W. McCarter, Jr. President Emeritus Field Museum 575 Thornwood Lane Northfield, Illinois 60093 (312.823.2185) (FAX: 847.446.2149) john@mccarterchicago.com Newton N. Minow (Newt) Senior Counsel Sidley Austin LLP One South Dearborn Street, Suite 24W Chicago, Illinois 60603 (312.853.7555) (FAX: 312.853.7036) newtminow@gmail.com cc: kschultz@sidley.com Roger L. Plummer President and CEO Plummer Consulting 1040 North Lake Shore Drive, Unit 17A Chicago, Illinois 60611-6129 (312.316.5061) (FAX: 312.944.5730) roger.plummer@pobox.com

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