Attachment E - Draft Preliminary Official Statement
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This Preliminary Official Statement and the information contained herein are subject to completion or amendment. Under no circumstance shall this Preliminary Official Statement constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction PRELIMINARY OFFICIAL STATEMENT DATED JUNE 23, 2026 NEW ISSUE – BOOK-ENTRY-ONLY RATINGS: See “Ratings” herein. In the opinion of Gust Rosenfeld P.L.C., Phoenix, Arizona, Bond Counsel, under existing laws, regulations, rulings and judicial decisions, and assuming continuing compliance with certain restrictions, conditions and requirements by the City of Goodyear, Arizona, as mentioned under “TAX EXEMPTION” herein, the interest income on the Bonds (as defined herein) is excludable from gross income for federal income tax purposes under Section 103 of the Internal Revenue Code of 1986, as amended (the “Code”), and is exempt from Arizona income taxes. Interest income on the Bonds is not an item of tax preference for purposes of the federal alternative minimum tax imposed on individuals; however, such interest is taken into account in determining the annual adjusted financial statement income of applicable corporations (as defined in Section 59(k) of the Code) for the purpose of computing the alternative minimum tax imposed on corporations. See “TAX EXEMPTION,” “ORIGINAL ISSUE DISCOUNT” and “BOND PREMIUM” herein. $84,485,000* CITY OF GOODYEAR, ARIZONA GENERAL OBLIGATION BONDS, SERIES 2026 Dated: Date of Initial Delivery Due: July 1, as shown on inside front cover page The City of Goodyear, Arizona (the “City”) will issue its General Obligation Bonds, Series 2026 (the “Bonds”). The Bonds will provide funds to: (i) acquire and construct certain street and transportation improvement projects; bridges, storm sewer, and drainage projects; public safety improvement projects; and parks and recreation improvement projects; and (ii) pay the costs of issuance of the Bonds. The Bonds will mature on the dates and in the principal amounts and will bear interest from their dated date at the rates set forth on the inside front cover page hereof. Interest on the Bonds will accrue from their date and be payable semiannually on January 1 and July 1 of each year, commencing on January 1, 2027*, until maturity or prior redemption. Principal of the Bonds will be payable in accordance with the maturity schedule set forth on the inside front cover page hereof. So long as the Bonds are in book-entry-only form, principal of and interest on the Bonds will be paid to The Depository Trust Company, a registered securities depository (“DTC”), for credit to the accounts of the DTC participants and, in turn, to the accounts of the owners of beneficial interests in the Bonds. See APPENDIX D – “Book-Entry-Only System.” See Inside Front Cover Page for Maturity Schedule and Additional Information Certain of the Bonds will be subject to redemption prior to maturity*. See “THE BONDS – Redemption Provisions” herein. Principal of and interest on the Bonds will be payable from a continuing, direct, annual, ad valorem tax levied against all taxable property within the boundaries of the City unlimited as to rate or amount. See “SECURITY FOR AND SOURCES OF PAYMENT OF THE BONDS” herein. The Bonds will be offered when, as and if issued by the City and received by the underwriter identified below (the “Underwriter”), subject to the approving opinion of Gust Rosenfeld P.L.C., Phoenix, Arizona, Bond Counsel, as to validity and tax exemption. Certain legal matters will also be passed upon for the Underwriter by Greenberg Traurig, LLP, Phoenix, Arizona. It is expected that the Bonds will be delivered to DTC on or about July 23, 2026*. This cover page contains certain information with respect to the Bonds for convenience of reference only. It is not a summary of the issue of which the Bonds are a part. Investors must read this entire Official Statement and all appendices to obtain information essential to the making of an informed investment decision with respect to the Bonds. * Subject to change. DRAFT V6 06-03-26 $84,485,000* CITY OF GOODYEAR, ARIZONA GENERAL OBLIGATION BONDS, SERIES 2026 MATURITY SCHEDULE* Maturity (July 1) Principal Amount Interest Rate Yield CUSIP® (a) (Base No. 382505) 2027 $10,630,000 % % 2028 2,680,000 2029 1,115,000 2030 1,165,000 2031 1,230,000 2032 1,285,000 2033 1,355,000 2034 1,420,000 2035 1,490,000 2036 1,570,000 2037 1,645,000 2038 1,725,000 2039 1,815,000 2040 1,905,000 2041 8,610,000 2042 10,405,000 2043 10,925,000 2044 11,470,000 2045 12,045,000 $___,000 Term Bonds @ ___% Due July 1, 20__ - Yield ___% CUSIP® (a) No. 382505___ (a) CUSIP® is a registered trademark of the American Bankers Association. CUSIP Global Services (“CGS”) is managed on behalf of the American Bankers Association by FactSet Research Systems Inc. Copyright© 2026 CUSIP Global Services. All rights reserved. CUSIP® data herein is provided by CGS. This data is not intended to create a database and does not serve in any way as a substitute for the CGS database. CUSIP® numbers are provided for convenience of reference only. None of the City, Bond Counsel, the Municipal Advisor, or the Underwriter (each as defined herein), or their agents or counsel assume responsibility for the accuracy of such numbers. * Subject to change. i CITY OF GOODYEAR, ARIZONA CITY COUNCIL Joe Pizzillo, Mayor Brannon Hampton, Vice Mayor Wally Campbell, Councilmember Laura Kaino, Councilmember Vicki Gillis, Councilmember Benita Beckles, Councilmember Trey Terry, Councilmember CITY ADMINISTRATIVE OFFICERS Bryan Langley, City Manager Rachel Garcia, Deputy City Manager Kini Knudson, Deputy City Manager Paul Luizzi, Interim Finance Director Roric Massey, City Attorney Jasmine Pernicano, City Clerk BOND COUNSEL Gust Rosenfeld P.L.C. Phoenix, Arizona MUNICIPAL ADVISOR Hilltop Securities Inc. Phoenix, Arizona REGISTRAR, PAYING AGENT AND DEPOSITORY U.S. Bank Trust Company, National Association Tempe, Arizona ii REGARDING THIS OFFICIAL STATEMENT This Official Statement, which includes the cover page, inside front cover page hereof and appendices hereto, does not constitute an offering of any security other than of the City of Goodyear, Arizona (the “City”), General Obligation Bonds, Series 2026 (the “Bonds”). This Official Statement does not constitute an offer to sell or the solicitation of an offer to buy, and there shall be no sale of the Bonds by any person in any jurisdiction in which it is unlawful to make such offer, solicitation or sale. The information set forth herein has been provided by representatives of the City, the Maricopa County Assessor’s, Finance and Treasurer’s offices, the State of Arizona Department of Revenue, and other sources that are considered to be reliable and customarily relied upon in the preparation of similar official statements, but such information is not guaranteed as to accuracy or completeness and is not to be construed as the promise or guarantee of the City or Hilltop Securities Inc., serving as the municipal advisor to the City (the “Municipal Advisor”) or Stifel, Nicolaus & Company, Incorporated (the “Underwriter”). The presentation of information, including tables of receipts from taxes and other revenue sources, is intended to show recent historical information and is not intended to indicate future or continuing trends in the financial position or other affairs of the City. No person, including any broker, dealer or salesman has been authorized to give any information or to make any representations other than those contained in this Official Statement, and, if given or made, such other information or representations must not be relied upon as having been authorized by the City. All estimates and assumptions contained herein have been based on the latest information available and are believed to be reliable, but no representations are made that such estimates and assumptions are correct or will be realized. All beliefs, assumptions, estimates, projections, forecasts and matters of opinion contained herein are forward looking statements that must be read with an abundance of caution and which may not be realized or may not occur in the future. The information and any expressions of opinion contained herein are subject to change without notice, and neither the delivery of this Official Statement nor any sale made hereunder shall, under any circumstances, create any implication that there has been no change in the affairs of the City or any of the other parties or matters described herein since the date hereof. The Bonds will not be registered under the Securities Act of 1933 or the Securities Exchange Act of 1934, both as amended, in reliance upon the exemptions provided thereunder pertaining to the issuance and sale of municipal securities, nor will the Bonds be qualified under the Securities Act of Arizona in reliance upon various exemptions contained in such act. Neither the Securities and Exchange Commission nor any other federal, state or other governmental entity or agency will have passed upon the accuracy or adequacy of this Official Statement or approved the Bonds for sale. The Underwriter has provided the following sentence for inclusion herein: The Underwriter has reviewed the information in this Official Statement in accordance with and as part of its responsibilities with respect to this transaction, but the Underwriter does not guarantee the accuracy or completeness of such information. The City, the Municipal Advisor, the Underwriter, counsel to the Underwriter, and Bond Counsel (as defined herein) are not actuaries, nor have any of them performed any actuarial or other analysis of the City’s unfunded liabilities under the Arizona State Retirement System or the Arizona Public Safety Personnel Retirement System. The City will covenant to provide continuing disclosure as described in this Official Statement under the heading “CONTINUING SECONDARY MARKET DISCLOSURE” and in APPENDIX F – “Form of Continuing Disclosure Certificate,” pursuant to Rule 15c2-12 promulgated by the Securities and Exchange Commission. A wide variety of information, including financial information, concerning the City is available from publications and websites of the City and others. Any such information that is inconsistent with the information set forth in this Official Statement should be disregarded. No such information is a part of, or incorporated into, this Official Statement, except as expressly noted herein. IN CONNECTION WITH THE OFFERING, THE UNDERWRITER MAY ALLOW CONCESSIONS OR DISCOUNTS FROM THE INITIAL PUBLIC OFFERING PRICES TO DEALERS AND OTHERS. iii TABLE OF CONTENTS INTRODUCTORY STATEMENT .................................................................................................................................... 1 THE BONDS ...................................................................................................................................................................... 1 Authorization and Purpose ............................................................................................................................................. 1 General Provisions.......................................................................................................................................................... 1 Registrar, Paying Agent and Depository ........................................................................................................................ 2 Redemption Provisions ................................................................................................................................................... 2 Optional Redemption .................................................................................................................................................. 2 Mandatory Redemption .............................................................................................................................................. 2 Notice of Redemption ................................................................................................................................................. 2 Effect of Call for Redemption ..................................................................................................................................... 3 Redemption of Less Than All of a Bond ...................................................................................................................... 3 SECURITY FOR AND SOURCES OF PAYMENT OF THE BONDS ............................................................................ 3 Security for the Bonds .................................................................................................................................................... 3 Defeasance ...................................................................................................................................................................... 4 ADDITIONAL GENERAL OBLIGATION BONDS ........................................................................................................ 4 SOURCES AND USES OF FUNDS .................................................................................................................................. 4 ESTIMATED DEBT SERVICE REQUIREMENTS ......................................................................................................... 5 RATINGS ........................................................................................................................................................................... 6 LITIGATION ..................................................................................................................................................................... 6 LEGAL MATTERS ........................................................................................................................................................... 6 TAX EXEMPTION ............................................................................................................................................................ 6 BOND PREMIUM ............................................................................................................................................................. 7 ORIGINAL ISSUE DISCOUNT ........................................................................................................................................ 7 UNDERWRITING ............................................................................................................................................................. 8 RELATIONSHIP AMONG PARTIES .............................................................................................................................. 8 MUNICIPAL ADVISOR ................................................................................................................................................... 9 CONTINUING SECONDARY MARKET DISCLOSURE .............................................................................................. 9 FINANCIAL STATEMENTS ............................................................................................................................................ 9 CONCLUDING STATEMENT ......................................................................................................................................... 9 APPENDIX A: City of Goodyear, Arizona – General Economic and Demographic Information APPENDIX B: City of Goodyear, Arizona – Financial Data APPENDIX C: City of Goodyear, Arizona – Audited Financial Statements for the Fiscal Year Ended June 30, 2025 APPENDIX D: Book-Entry-Only System APPENDIX E: Form of Approving Legal Opinion APPENDIX F: Form of Continuing Disclosure Certificate 1 OFFICIAL STATEMENT $84,485,000* CITY OF GOODYEAR, ARIZONA GENERAL OBLIGATION BONDS, SERIES 2026 INTRODUCTORY STATEMENT This Official Statement, which includes the cover page, inside front cover page hereof and appendices hereto, has been prepared by the City of Goodyear, Arizona (the “City”), in connection with the original issuance of $84,485,000* principal amount of its General Obligation Bonds, Series 2026 (the “Bonds”). Certain information concerning the authorization, purpose, terms, conditions of sale, security for and sources of payment of the Bonds is set forth in this Official Statement. See APPENDICES A, B and C for certain information relative to the City. All financial and other information presented in this Official Statement has been provided by, among others, representatives of the City from its records, except for information expressly attributed to other sources. The presentation of information, including tables of receipts from taxes and other sources, is intended to show recent historical information and is not intended to indicate future or continuing trends in the financial position, results of operations, or other affairs of the City. No representation is made that past experience, as shown by such financial or other information, will necessarily continue or be repeated in the future. Reference to provisions of Arizona law, whether codified in the Arizona Revised Statutes (“A.R.S.”) or uncodified, or of the Arizona Constitution, are references to those provisions in their current form. Those provisions may be amended, repealed or supplemented. As used in this Official Statement, “debt service” means principal of and interest on the bonds referred herein, “County” means Maricopa County, Arizona and “State” or “Arizona” means the State of Arizona. THE BONDS Authorization and Purpose The Bonds will be issued pursuant to A.R.S. Title 35, Chapter 3, Article 3, approval given by the qualified electors of the City at elections held on September 12, 2000, September 7, 2004, and November 7, 2023 (collectively the “Elections”), and a resolution authorizing issuance of the Bonds adopted by the Mayor and Council of the City on June 22, 2026* (the “Bond Resolution”). The Bonds are being issued to provide funds to: (i) acquire and construct certain street and transportation improvement projects; bridges, storm sewer, and drainage projects; public safety improvement projects; and parks and recreation improvement projects; and (ii) pay the costs of issuance of the Bonds. Set forth below is a listing of the projects expected to be funded by the Bonds and an estimate of their respective costs. Projects to be Funded Estimated Cost* Storm Sewers, Bridges & Drainage $17,800,000 Streets & Transportation 55,315,000 Parks & Recreation Improvements 17,000,000 Public Safety 37,000 Total $90,152,000 General Provisions The Bonds will be dated as of the date of initial delivery and will bear interest from such date payable on January 1, 2027*, and semiannually thereafter on July 1 and January 1 of each year (each an “Interest Payment Date”) until maturity or prior redemption. The City has chosen the 15th day of the calendar month (other than a Saturday, Sunday or a legal holiday or equivalent (other than a moratorium) for banking institutions generally) immediately preceding each such Interest Payment Date as the “Record Date” for the Bonds. The Bonds will mature on the dates and in the principal amounts and will bear interest at the rates set forth on the inside front cover page of this Official Statement. Initially, the Bonds will be administered under a book-entry-only system (the “Book-Entry-Only System”) by The Depository Trust Company (“DTC”), a registered securities depository. Unless and until the Book-Entry-Only System is * Subject to change. 2 discontinued, the Bonds will be registered in the name of Cede & Co., as nominee of DTC. Beneficial interests in the Bonds will be offered for sale in the amount of $5,000 of principal due on a specific maturity date and integral multiples thereof, and payments of principal of and interest on the Bonds will be made to DTC and, in turn, through participants in the DTC system. See APPENDIX D – “Book-Entry-Only System.” SO LONG AS CEDE & CO., AS NOMINEE FOR DTC, IS THE REGISTERED OWNER OF THE BONDS, REFERENCES IN THIS OFFICIAL STATEMENT TO THE OWNERS OR REGISTERED OWNERS OF THE BONDS (OTHER THAN UNDER THE HEADINGS “TAX EXEMPTION,” “BOND PREMIUM” AND “ORIGINAL ISSUE DISCOUNT”) WILL MEAN CEDE & CO. AND WILL NOT MEAN THE BENEFICIAL OWNERS OF THE BONDS. If the Book-Entry-Only System is discontinued, interest on the Bonds will be payable by check drawn on the Paying Agent (as defined herein), and mailed on or prior to each Interest Payment Date to the registered owners of the Bonds at the addresses shown on the books (the “Bond Register”) of the Registrar (as defined herein) on the Record Date. Principal of the Bonds will then be payable at maturity or upon redemption prior to maturity upon presentation and surrender of the Bonds to the designated corporate trust office of the Paying Agent. Additionally, if the Book-Entry-Only System is discontinued, payment of interest may also be made by wire transfer upon 20 days’ prior written request delivered to the Paying Agent specifying a wire transfer address in the continental United States by any owner of at least $1,000,000 aggregate principal amount of the Bonds. Interest will be computed on the basis of a year comprised of 360 days consisting of 12 months of 30 days each. Registrar, Paying Agent and Depository U.S. Bank Trust Company, National Association will serve as bond registrar, paying agent and depository with respect to the Bonds (along with any successor thereto, the “Registrar,” the “Paying Agent” and the “Depository”). If the Book- Entry-Only System is discontinued, the Registrar will administer registration and transfer of the Bonds and the Bonds will be transferable only upon the Bond Register to be maintained by the Registrar upon surrender to the Registrar. The Registrar may be changed without notice to any owner or beneficial owner of the Bonds. The Depository will hold proceeds of the Bonds for the benefit of the City until expended for the projects described herein or payment of costs of issuance of the Bonds. Redemption Provisions* Optional Redemption The Bonds maturing prior to or on July 1, 20__, are not subject to call for redemption prior to maturity. The Bonds maturing on or after July 1, 20__ are subject to call for redemption prior to maturity, at the option of the City, in whole or in part, on July 1, 20__, or on any date thereafter, by the payment of a redemption price equal to the principal amount of each Bond called for redemption plus accrued interest to the date fixed for redemption, but without premium. Mandatory Redemption The Bonds maturing on July 1, 20__ and on July 1, 20__ will be redeemed from funds of the City prior to maturity on July 1 of the following years and in the following amounts, upon payment of the redemption price which consists of the principal amount of the Bonds so redeemed plus accrued interest, if any, on the Bonds so redeemed from the most recent Interest Payment Date to the redemption date, but without premium: Redemption Date (July 1) Principal Amount Term Bonds Maturing in 20__ 20__ $___,000 20__ ___,000 20__ ___,000 20__ (maturity) ___,000 Notice of Redemption So long as the Bonds are held under the Book-Entry-Only System, notices of redemption will be sent to DTC, in the manner required by DTC. If the Book-Entry-Only System is discontinued, notice of redemption of any Bond will be * Subject to change. 3 mailed to the registered owner of the Bond or Bonds being redeemed at the address shown on the Bond Register maintained by the Registrar not more than 60 nor less than 30 days prior to the date set for redemption. Failure to properly give notice of redemption shall not affect the redemption of any Bond for which notice was properly given. Notice of redemption may be sent to any securities depository by mail, facsimile transmission, wire transmission or any other means of transmission of the notice generally accepted by the respective securities depository. Notice of any redemption will also be sent to the Municipal Securities Rulemaking Board (the “MSRB”), currently through the MSRB’s Electronic Municipal Market Access system (“EMMA”), in the manner required by the MSRB, but no defect in said further notice or record nor any failure to give all or a portion of such further notice shall in any manner defeat the effectiveness of a call for redemption if notice thereof is given as prescribed above. If moneys for the payment of the redemption price and accrued interest are not held in separate accounts by the City or by a paying agent prior to sending the notice of redemption, such redemption shall be conditional on such moneys being so held on or prior to the date set for redemption and if not so held by such date the redemption shall be cancelled and be of no force and effect. The notice of redemption shall describe the conditional nature of the redemption. Effect of Call for Redemption Notice of redemption having been given in the manner described above, the Bonds or portions thereof called for redemption will become due and payable on the redemption date and if an amount of money sufficient to redeem all the Bonds or portions thereof called for redemption is held in separate accounts by the City or by a paying agent, then the Bonds or portions thereof called for redemption will cease to bear interest from and after such redemption date. Redemption of Less Than All of a Bond The City may redeem an amount that is included in a Bond in the denomination in excess of, but divisible by, $5,000. In that event, if the Book-Entry-Only System is discontinued, the registered owner shall submit the Bond for partial redemption, the Registrar shall make such partial redemption, and the Registrar shall cause a new Bond in a principal amount that reflects the redemption so made to be authenticated, issued and delivered to the registered owner thereof. SECURITY FOR AND SOURCES OF PAYMENT OF THE BONDS Security for the Bonds The Bonds will be payable as to both principal and interest from a continuing, direct, annual ad valorem tax levied against all taxable property located within the boundaries of the City without limit as to rate or amount. See APPENDIX B – “City of Goodyear, Arizona – Financial Data – PROPERTY TAXES.” Following collection and deposit of moneys into the debt service fund for payment of the Bonds, the City may invest such moneys in investments comprised of, with certain restrictions: federally insured savings accounts or certificates of deposit from eligible depositories; collateralized repurchase agreements; obligations issued or guaranteed by the United States or any agency or instrumentality thereof; obligations of the State or any Arizona city (including the City), town or school district; bonds of any county, municipal or municipal utility improvement district payable from property assessments; the local government investment pool established by the State; commercial paper of prime quality that is rated “P1” by Moody’s Ratings (“Moody’s”) or rated “A+” or better by S&P Global Ratings, a business unit of Standard & Poor’s Financial Services, LLC (“S&P”) or their successors (all commercial paper must be issued by corporations organized and doing business in the United States); and fixed income securities of corporations organized and doing business in the United States rated “A” or better by Moody’s and S&P. THE PROCEEDS OF THE BONDS ARE NOT PLEDGED TO, NOR DO THEY SECURE, PAYMENT OF THE BONDS. A record of property taxes levied and collected by the City for the current and most recent five fiscal years beginning July 1 and ending June 30 (“Fiscal Year”) is set forth in TABLE B-14 in APPENDIX B – “City of Goodyear, Arizona – Financial Data.” Currently and from time to time, there are legislative proposals (and interpretations of such proposals by courts of law and other entities and individuals) which, if enacted, could alter or amend the property tax system of the State and numerous matters, both financial and non-financial, impacting the operations of political subdivisions of the State that could have a material impact on the City and could adversely affect the secondary market value of the Bonds. It cannot be predicted whether or in what form any such proposal might be enacted or whether, if enacted, it would apply to obligations (such as the Bonds) issued prior to enactment. 4 Defeasance Pursuant to the Bond Resolution, payment of all or any part of the Bonds may be provided for by the irrevocable deposit, in trust, of moneys or obligations issued or guaranteed by the United States of America (“Defeasance Obligations”) or both, which, with the maturing principal of and interest on such Defeasance Obligations, if any, will be sufficient, as evidenced by a certificate or report of an accountant, to pay when due the principal or redemption price of and interest on such Bonds. If the maturing principal on the Defeasance Obligations or other moneys, or both, is sufficient to pay the principal of, premium, if any, and interest on such Bond or portion thereof as the same matures, comes due or becomes payable upon prior redemption, a certificate or report of an accountant shall not be required. Any Bonds so provided for will no longer be outstanding under the Bond Resolution or payable from ad valorem taxes on taxable property in the City, and the owners of such Bonds shall thereafter be entitled to payment only from the moneys and Defeasance Obligations deposited in trust. ADDITIONAL GENERAL OBLIGATION BONDS The City expects to issue additional general obligation bonds in the future pursuant to existing and future voted bond authorizations. Such bonds will be payable from the same levy of ad valorem taxes as the Bonds and all then-outstanding general obligation bonds. After issuance of the Bonds, the City will be authorized to issue $186,294,616* of general obligation bonds, pursuant to remaining voter approval from the Elections. The purposes and amounts of such authorized but unissued bonds are set forth in the following table. Purpose of General Obligation Bond Authorization Total General Obligation Bonds Authorized but Unissued (a) Storm Sewers, Bridges & Drainage $ -* Sewer System 26,646,616 * (b) Streets & Transportation 79,685,000* Public Safety 79,963,000 * Parks & Recreation Improvements -* Total $186,294,616* (a) Table reflects reduction in authorization from the Elections in connection with the issuance of the Bonds. (b) Such bonds may be issued as either general obligation or water and sewer revenue bonds. SOURCES AND USES OF FUNDS Sources of Funds Principal Amounts of the Bonds $84,485,000.00 * [Net] Original Issue Premium [(a)] Total Sources of Funds $ Uses of Funds Deposit to Project Fund $ Costs of Issuance (b) Total Uses of Funds $ (a) [Net original issue premium consists of original issue premium on the Bonds, less original issue discount on the Bonds.] (b) Will include compensation to the Underwriter (as defined herein) with respect to the Bonds. * Subject to change. 5 ESTIMATED DEBT SERVICE REQUIREMENTS The following schedule sets forth (i) the annual debt service requirements of the City’s outstanding general obligation bonds, (ii) the estimated annual debt service requirements of the Bonds and (iii) the estimated combined annual general obligation bond debt service requirements following issuance of the Bonds. City of Goodyear, Arizona General Obligation Bonds Estimated Debt Service Requirements* (a) Period General Obligation Bonds Estimated Combined Annual Ending Outstanding The Bonds Debt Service (July 1) Principal Interest Principal Interest (b) Requirements (c) 2026 $ 8,170,000 $4,370,513 $ 12,540,513 2027 8,755,000 4,036,613 $10,630,000 $3,966,101 27,387,714 2028 8,590,000 3,682,263 2,680,000 3,692,750 18,645,013 2029 8,950,000 3,324,913 1,115,000 3,558,750 16,948,663 2030 7,810,000 2,966,313 1,165,000 3,503,000 15,444,313 2031 6,945,000 2,667,513 1,230,000 3,444,750 14,287,263 2032 7,210,000 2,410,488 1,285,000 3,383,250 14,288,738 2033 7,480,000 2,152,888 1,355,000 3,319,000 14,306,888 2034 7,760,000 1,876,238 1,420,000 3,251,250 14,307,488 2035 8,060,000 1,588,838 1,490,000 3,180,250 14,319,088 2036 8,340,000 1,316,588 1,570,000 3,105,750 14,332,338 2037 8,645,000 1,034,838 1,645,000 3,027,250 14,352,088 2038 7,215,000 758,800 1,725,000 2,945,000 12,643,800 2039 7,440,000 530,650 1,815,000 2,858,750 12,644,400 2040 7,675,000 295,300 1,905,000 2,768,000 12,643,300 2041 1,310,000 52,400 8,610,000 2,672,750 12,645,150 2042 10,405,000 2,242,250 12,647,250 2043 10,925,000 1,722,000 12,647,000 2044 11,470,000 1,175,750 12,645,750 2045 12,045,000 602,250 12,647,250 Total (c) $120,355,000 $84,485,000 $292,324,007 (a) Schedule prepared by Hilltop Securities Inc. (the “Municipal Advisor”). Includes the period ending July 1, 2026 payments. (b) The first interest payment on the Bonds is due on January 1, 2027*, representing interest from the date of the Bonds. Thereafter, interest payments will be made semiannually on each July 1 and January 1, until maturity or prior redemption. Interest is estimated at 5.00%. (c) Totals may not add due to rounding. * Subject to change. 6 RATINGS Moody’s and S&P have assigned ratings of “Aa1” and “AA+”, respectively, to the Bonds. Such ratings reflect only the views of such organizations and any desired explanation of the significance of such ratings should be obtained from the rating agency furnishing the same, at the following addresses: Moody’s at One Front Street, Suite 1900, San Francisco, California 94111 and S&P at One California Street, 31st Floor, San Francisco, California 94111. Such ratings may subsequently be revised downward or withdrawn entirely by Moody’s or S&P, if, in their respective judgment, circumstances so warrant. Any subsequent downward revision or withdrawal of such ratings may have an adverse effect on the market price of the Bonds. The City will covenant in its continuing disclosure certificate with respect to the Bonds that it will file notice of any formal change in the ratings relating to the Bonds. See “CONTINUING SECONDARY MARKET DISCLOSURE” below. LITIGATION To the knowledge of appropriate representatives of the City, no litigation or administrative action or proceeding is pending or threatened restraining or enjoining, or seeking to restrain or enjoin, the execution, sale or delivery of the Bonds or contesting or questioning the proceedings and authority under which the Bonds have been authorized and are to be executed, sold or delivered, or the validity of the Bonds. LEGAL MATTERS The Bonds are sold with the understanding that the City will furnish the Underwriter with the approving opinion of Gust Rosenfeld P.L.C., Phoenix, Arizona (“Bond Counsel”) addressing legal matters relating to the validity of the Bonds under Arizona law, and with regard to the tax-exempt status of the interest income thereon (see “TAX EXEMPTION”). The signed legal opinion of Bond Counsel, dated and premised on the law in effect only as of the date of original delivery of the Bonds, will be delivered to the City at the time of original issuance of the Bonds. The fees of Bond Counsel and counsel to the Underwriter are expected to be paid from the proceeds of the sale of the Bonds and are contingent upon delivery of the Bonds. The proposed form of the legal opinion is set forth as APPENDIX E. The legal opinion to be delivered may vary from the text of APPENDIX E if necessary to reflect the facts and law on the date of delivery. The opinion will speak only as of its date, and subsequent distribution, by recirculation of this Official Statement or otherwise, should not be construed as a representation that Bond Counsel has reviewed or expressed any opinion concerning any matters relating to the Bonds subsequent to the original delivery of the Bonds. Such legal opinion expresses the professional judgment of Bond Counsel as to the legal issues explicitly addressed therein. By rendering a legal opinion, the opinion giver does not become an insurer or guarantor of that expression of professional judgment, of the transaction opined upon, or of the performance of parties to the transaction. The rendering of an opinion also does not guarantee the outcome of any legal dispute that may arise out of the transaction. Bond Counsel has reviewed the information in the tax caption on the cover page as well as the information under the headings “THE BONDS,” “SECURITY FOR AND SOURCES OF PAYMENT OF THE BONDS,” “ADDITIONAL GENERAL OBLIGATION BONDS,” “TAX EXEMPTION,” “BOND PREMIUM,” “ORIGINAL ISSUE DISCOUNT,” “CONTINUING SECONDARY MARKET DISCLOSURE” (except as it relates to compliance with prior continuing disclosure certificates) and “RELATIONSHIP AMONG PARTIES” (but only as it applies to Bond Counsel) and in APPENDICES E and F, but otherwise has not participated in the preparation of this Official Statement and will not pass upon its accuracy, completeness or sufficiency. Bond Counsel has neither examined nor attempted to examine nor verify any of the financial or statistical statements or data contained in this Official Statement and will express no opinion with respect thereto. Certain legal matters will be passed upon for the Underwriter by Greenberg Traurig, LLP, Phoenix, Arizona, counsel to the Underwriter. TAX EXEMPTION In the opinion of Bond Counsel, under existing laws, regulations, rulings and judicial decisions, and assuming continuing compliance with certain restrictions, conditions and requirements by the City, interest income on the Bonds is excludable from gross income for federal income tax purposes and is exempt from State income taxes. 7 Interest income on the Bonds is not an item of tax preference for purposes of the federal alternative minimum tax imposed on individuals; however, such interest is taken into account in determining the annual adjusted financial statement income of applicable corporations (as defined in Section 59(k) of the Internal Revenue Code of 1986, as amended (the “Code”)) for the purpose of computing the alternative minimum tax imposed on corporations. The Code includes requirements that the City must continue to meet after the issuance of the Bonds in order that the interest on the Bonds remains excludable from gross income for federal income tax purposes. The failure of the City to meet these requirements may cause the interest on the Bonds to be includable in gross income for federal income tax purposes retroactive to the date of issuance of the Bonds. The City has covenanted to take the actions required by the Code in order to maintain the exclusion from gross income for federal income tax purposes of the interest on the Bonds. The opinion of Bond Counsel assumes continuing compliance with such covenants. Although Bond Counsel will render an opinion that, as of the delivery date of the Bonds, interest income on the Bonds is excludable from gross income for federal income tax purposes, the accrual or receipt of interest on the Bonds may otherwise affect a Beneficial Owner’s (as defined in APPENDIX D – “Book-Entry-Only System”) federal tax liability. Certain taxpayers may experience other tax consequences. Taxpayers who become Beneficial Owners of the Bonds, including without limitation, corporations subject to the branch profits tax, financial institutions, certain insurance companies, certain subchapter S corporations, individuals who receive Social Security or Railroad Retirement benefits and taxpayers who have or are deemed to have incurred indebtedness to purchase or carry tax exempt obligations, should consult their tax advisors as to the applicability of such tax consequences to the respective Beneficial Owner. The nature and extent of these other tax consequences will depend upon the Beneficial Owner’s particular tax status and the Beneficial Owner’s other items of income or deduction. Bond Counsel expresses no opinion regarding any such other tax consequences. From time to time, there are legislative proposals in Congress, which, if enacted or made effective, could alter or amend the federal tax matters referred to above or adversely affect the market value and marketability (liquidity) of the Bonds. Any such change that occurs before initial delivery of the Bonds could cause Bond Counsel to deliver an opinion substantially different from the opinion shown in APPENDIX E – “Form of Approving Legal Opinion.” The extent of change in Bond Counsel’s opinion cannot be determined at this time. It cannot be predicted whether, when or in what form any such proposal or proposals might be enacted or whether, if enacted, such proposal or proposals would apply to obligations (such as the Bonds) issued prior to the enactment or effective date. Prospective purchasers should consult with their own tax advisors regarding any other pending or proposed federal income tax legislation. BOND PREMIUM The initial public offering prices of the Bonds maturing on July 1, 20___, through and including July 1, 20__ (collectively, the “Premium Bonds”) are greater than the amount payable on such Premium Bonds at maturity. An amount equal to the difference between the initial public offering price of a Premium Bond (assuming that a substantial amount of the Premium Bonds of that maturity are sold to the public at such price) and the amount payable at maturity constitutes premium to the initial Beneficial Owner of such Premium Bonds. The basis for federal income tax purposes of a Premium Bond in the hands of such initial Beneficial Owner must be reduced each year by the amortizable bond premium, although no federal income tax deduction is allowed as a result of such reduction in basis for amortizable bond premium. Such reduction in basis will increase the amount of any gain (or decrease the amount of any loss) to be recognized for federal income tax purposes upon a sale or other taxable disposition of a Premium Bond. The amount of premium which is amortizable each year by an initial Beneficial Owner is determined by using such Beneficial Owner’s yield to maturity. Beneficial Owners of the Premium Bonds should consult with their own tax advisors with respect to the determination of amortizable bond premium with respect to the Premium Bonds for federal income tax purposes and with respect to the state and local tax consequences of owning Premium Bonds. ORIGINAL ISSUE DISCOUNT The initial public offering prices of the Bonds maturing on July 1, 20__ through and including July 1, 20__ (collectively, the “Discount Bonds”), are less than the respective amounts payable at maturity. As a result, the Discount Bonds will be considered to be issued with original issue discount. The difference between the initial public offering price (assuming it is the first price at which a substantial amount of that maturity of Discount Bonds was sold, the “OID Issue Price”) of the Discount Bonds and the amount payable at maturity of the Discount Bonds will be treated as “original issue discount.” With respect to a Beneficial Owner who purchases a Discount Bond in the initial public offering at the OID Issue Price and who holds the Discount Bond to maturity, the full amount of original issue discount will constitute interest income that is not includable in the gross income of the Beneficial Owner of the Discount Bond for federal income tax purposes 8 and Arizona income tax purposes and that Beneficial Owner will not, under present federal income tax law and present Arizona income tax law, realize a taxable capital gain upon payment of the Discount Bond at maturity. The original issue discount on each of the Discount Bonds is treated for federal income tax purposes and Arizona income tax purposes as accreting daily over the term of such Discount Bond on the basis of a constant interest rate compounded at the end of each six-month period (or shorter period from the date of original issue) ending on January 1 and July 1 (with straight-line interpolation between compounding dates). The amount of original issue discount accreting each period will be added to the Beneficial Owner’s tax basis for the Discount Bond. The adjusted tax basis will be used to determine taxable gain or loss upon disposition of the Discount Bond. An initial Beneficial Owner of a Discount Bond who disposes of the Discount Bond prior to maturity should consult his or her tax advisor as to the amount of the original issue discount accrued over the period held and the amount of taxable gain or loss upon the sale or disposition of the Discount Bond prior to maturity. The Code contains certain provisions relating to the accretion of original issue discount in the case of subsequent Beneficial Owners of the Discount Bonds. Beneficial Owners who do not purchase the Discount Bonds in the initial offering at the OID Issue Price should consult their own tax advisors with respect to the tax consequences of the ownership of Discount Bonds. A portion of the original issue discount that accretes in each year to a Beneficial Owner of a Discount Bond may result in certain collateral federal income tax consequences as described in “TAX EXEMPTION” herein. Beneficial Owners of Discount Bonds in states other than Arizona should consult their own tax advisors with respect to the state and local tax consequences of owning Discount Bonds. UNDERWRITING Stifel, Nicolaus & Company, Incorporated (the “Underwriter”) has agreed to purchase the Bonds at an aggregate purchase price of $_________, pursuant to a bond purchase agreement (the “Bond Purchase Agreement”) entered into by and between the City and the Underwriter. If the Bonds are sold to produce the prices or yields shown on the inside front cover page hereof, the Underwriter’s compensation will be $_________. The Bond Purchase Agreement provides that the Underwriter will purchase all of the Bonds so offered, if any, are purchased. The Underwriter may offer and sell the Bonds to certain dealers (including dealers depositing Bonds into unit investment trusts) and others at prices lower or yields higher than the public offering prices stated on the inside front cover page hereof. The initial offering prices or yields set forth on the inside front cover page may be changed from time to time by the Underwriter. The Underwriter and its affiliates comprise a full service financial institution engaged in activities which may include sales and trading, commercial and investment banking, advisory, investment management, investment research, principal investment, hedging, market making, brokerage and other financial and non-financial activities and services. The Underwriter and its affiliates may have provided, and may in the future provide, a variety of these services to the City and to persons and entities with relationships with the City, for which they received or will receive customary fees and expenses. In the ordinary course of these business activities, the Underwriter and its affiliates may purchase, sell or hold a broad array of investments and actively trade securities, derivatives, loans and other financial instruments for their own account and for the accounts of their customers, and such investment and trading activities may involve or relate to assets, securities and/or instruments of the City (directly, as collateral securing other obligations or otherwise) and/or persons and entities with relationships with the City. The Underwriter and its affiliates may also communicate independent investment recommendations, market color or trading ideas and/or publish or express independent research views in respect of such assets, securities or instruments and may at any time hold, or recommend to clients that they should acquire such assets, securities and instruments. Such investment and securities activities may involve securities and instruments of the City. RELATIONSHIP AMONG PARTIES Bond Counsel has previously represented the Municipal Advisor and the Underwriter with respect to other financings and has acted or is acting as bond counsel in other transactions involving the Municipal Advisor and the Underwriter and will continue to do so in the future if requested. Bond Counsel also serves as bond counsel for political jurisdictions whose boundaries include all or part of the City. Additionally, Bond Counsel serves as special counsel to the City on various legal matters. Counsel to the Underwriter has represented, or is currently representing, the Municipal Advisor and the 9 Underwriter with respect to other financings and will continue to do so in the future if requested. Counsel to the Underwriter also acts as bond counsel for other financings underwritten by the Underwriter and the Municipal Advisor. MUNICIPAL ADVISOR The Municipal Advisor’s fee for services rendered with respect to the sale of the Bonds is contingent upon the issuance and delivery of the Bonds. The Municipal Advisor has not verified, and does not assume any responsibility for, the information, covenants and representations contained in any of the legal documents with respect to the federal income tax status of the Bonds, or the possible impact of any present, pending or future actions taken by any legislative or judicial bodies. CONTINUING SECONDARY MARKET DISCLOSURE The City will covenant for the benefit of the owners of the Bonds to provide certain financial information and operating data relating to the City by not later than February 1 in each year commencing February 1, 2027 (the “Annual Reports”), and to provide notices of the occurrence of certain listed events (the “Notices”). Such covenants will be made in order to assist the Underwriter in complying with Rule 15c2-12 of the Securities and Exchange Commission (the “Rule”). The Annual Reports, Notices and other information required to be filed by such covenants will be filed by the City with the MSRB, currently through EMMA as described in APPENDIX F – “Form of Continuing Disclosure Certificate.” The form of the undertaking that describes the content of the Annual Reports and the Notices and the method of their dissemination is included as APPENDIX F hereto. A failure by the City to comply with these covenants must be reported in accordance with the Rule and must be considered by any broker, dealer or municipal securities dealer before recommending the purchase or sale of the Bonds in the secondary market. Pursuant to Arizona law, the ability of the City to comply with such covenants is subject to annual appropriation of funds sufficient to provide for the costs of compliance with such covenants. Should the City not comply with such covenants due to a failure to appropriate for such purpose, the City has covenanted to provide notice of such fact. Absence of continuing disclosure, due to non-appropriation or otherwise, could adversely affect the Bonds and specifically their market price and transferability. FINANCIAL STATEMENTS The audited financial statements of the City for the Fiscal Year ended June 30, 2025, a copy of which is included in APPENDIX C of this Official Statement, have been audited by Heinfeld, Meech & Co., P.C., certified public accountants, to the extent and for the period indicated in their report thereon. The City is not aware of any facts that would make such audited financial statements misleading. The audited financial statements are for the Fiscal Year ending June 30, 2025, and are not current. The City neither requested nor obtained the consent of Heinfeld, Meech & Co., P.C. to include the report, and Heinfeld, Meech & Co., P.C., has performed no procedures subsequent to rendering its opinion on the financial statements. CONCLUDING STATEMENT To the extent that any statements made in this Official Statement involve matters of opinion or estimates, whether or not expressly stated to be such, they are made as such and not as representations of fact or certainty and no representation is made that any of these statements have been or will be realized. Information set forth in this Official Statement has been derived from the records of the City and from certain other sources, as referenced, and is believed by the City to be accurate and reliable. Information other than that obtained from official records of the City has not been independently confirmed or verified by the City and its accuracy is not guaranteed. Neither this Official Statement nor any statements that may have been or that may be made orally or in writing are to be construed as a part of a contract with the original purchasers or subsequent owners of the Bonds. This Official Statement has been prepared at the direction of the City and executed for and on behalf of the City by its Interim Finance Director. CITY OF GOODYEAR, ARIZONA By: Interim Finance Director [THIS PAGE INTENTIONALLY LEFT BLANK] A-1 APPENDIX A CITY OF GOODYEAR, ARIZONA GENERAL ECONOMIC AND DEMOGRAPHIC INFORMATION General The City (also referred to herein as “Goodyear”), which incorporated in 1946, is a suburban community that lies approximately 17 miles west of downtown Phoenix. The City was founded in 1916 by the Goodyear Tire & Rubber Company for the farming of cotton. Later, a naval air station was established in Goodyear and a subsidiary, Goodyear Aircraft (now Lockheed Martin), began manufacturing flight decks for Navy sea planes. The City has grown from a one- industry, agricultural-based community into a diversified manufacturing and service center for the far west valley area. The City annexed 67 square miles south of its former southern boundary, which annexation expanded the City to approximately 190 square miles. The annexed area is expected to be primarily utilized in future years for residential land uses. TABLE A-1 Population Statistics Year City of Goodyear Maricopa County State of Arizona 2025 Estimate (a) 122,569 4,787,790 7,718,747 2020 Census 95,294 4,420,568 7,151,502 2010 Census 65,275 3,817,117 6,392,017 2000 Census 18,911 3,072,149 5,130,632 1990 Census 6,258 2,122,101 3,665,339 (a) Estimate as of July 1, 2025 (published December 2025). Source: Arizona Office of Economic Opportunity and U.S. Census Bureau (2020, 2010, 2000 and 1990) – Census of Population and Housing and July 1, 2025, Population Estimates for Arizona’s Counties, Incorporated Places and Unincorporated Balance of Counties. Municipal Government Organization and Services The City’s charter government provides for six Council Members and a Mayor elected at large. A Vice Mayor is elected by the Mayor and Council Members. Council Members serve four-year staggered terms and the Mayor serves a four-year term. The Mayor is limited to two four-year terms and Council Members are limited to three four-year terms. The City Manager, who is appointed by the City Council, is responsible for the overall operation and supervision of all governmental functions. The operations of City government are provided by a staff of approximately 1,067 employees. The City, along with other private utilities, provides refuse collection and public safety (police and fire) to its residents. The City and Liberty Water Company provide water and sewer service to a majority of the City’s residents. Electricity is provided by Arizona Public Service Company, and natural gas is supplied by Southwest Gas Corporation. Economy Historically agriculture was a major contributor to the City’s economic base. Agriculture still plays a role in the City’s economy; however, it no longer dominates the area’s economy. Today much of the City’s economy centers around the aerospace industry and retail services. Arizona’s Airline Training Center and Lockheed Martin are located on the Phoenix- Goodyear Airport Campus. Industrial, commercial and residential developments have also become a significant part of the economy. Goodyear Ballpark is the spring training and player development home of both of Ohio’s Major League Baseball teams – the Cleveland Guardians and the Cincinnati Reds. The Cleveland Guardians started spring training in the City in 2009; the Cincinnati Reds started spring training in the City in 2010. Each team has a year-round presence in Arizona, through Spring Training, extended Spring Training, Rookie League, Fall Instructional League and rehabilitation of injured players at their training complexes. The teams’ development complexes each include a 42,000 square foot clubhouse, six full- size practice fields, two infields, batting cages, pitching mounds, hitting tunnels and observation towers. Both teams have A-2 made Arizona their second home, and are actively engaged in the City and surrounding communities, participating in charity activities, youth sports programs and other events. TABLE A-2 (a) Unemployment Rate Averages Year United States State of Arizona Maricopa County City of Goodyear 2026 (b) 4.4% 4.5% 4.1% 4.5% 2025 4.3 4.4 3.8 4.1 2024 4.0 3.8 3.2 3.4 2023 3.6 3.7 3.2 3.4 2022 3.7 3.7 3.3 3.5 2021 5.4 4.8 4.6 4.4 (a) This table includes restated data: Local Area Unemployment Statistics (“LAUS”) program data is intermittently revised to incorporate new population controls, updated inputs, re-estimation of models, and adjustment to new census division and national control totals. (b) Data is not seasonally adjusted, is preliminary and is an average through April 2026 for the National Unemployment rate and through March 2026 for LAUS data. Source: Local Area Unemployment Statistics and National Labor Force Statistics, U.S. Department of Labor, Bureau of Labor Statistics. Data accessed May 26, 2026. A list of major employers located within the City is set forth in the following table. TABLE A-3 Major Employers City of Goodyear, Arizona Employer Product/Service Approximate Employment Amazon Retail 6,099 UPS - Regional Ops Center Couriers and Delivery Services 2,309 Factor (Hello Fresh) Meal Kit 1,500 Chewy.com Pet Products Fulfillment Center 1,200 Abrazo Healthcare (West Valley Hospital) General Medical and Surgical Hospital 919 Subzero, Wolf and Cove Consumer Goods Manufacturing 834 Macys & Bloomingdale’s Logistics General Warehousing and Storage 650 Andersen Windows Window Manufacturing 582 City of Hope (Cancer Treatment Centers of America) Cancer Treatment Hospital 508 REI (Recreational Equipment Inc.) Retail 371 Source: City of Goodyear, Arizona – Audited Financial Statements for the Fiscal Year Ended June 30, 2025. A-3 Construction The following tables illustrate a building permit summary for residential and non-residential construction and new housing starts for the City. Values shown in thousands. TABLE A-4 Value of Building Permits (a) City of Goodyear, Arizona ($000s omitted) Fiscal Year Residential Commercial and Industrial Total 2025/26 (b) $569,750 $315,735 $ 885,485 2024/25 788,586 630,843 1,419,429 2023/24 460,873 432,596 893,469 2022/23 258,443 563,500 821,943 2021/22 402,088 218,177 620,265 2020/21 655,377 295,009 950,386 (a) Construction is valued on the basis of estimated cost, not on market price or value of construction at the time the permit is issued. The date on which the permit is issued is not to be construed as the date of construction. (b) Partial Fiscal Year data from July 1, 2025, through April 30, 2026. Source: The City. Construction is valued on the basis of estimated cost, not on market price or value of construction at the time the permit is issued. The date on which the permit is issued is not to be construed as the date of construction. TABLE A-5 New Housing Starts (a) City of Goodyear, Arizona Fiscal Year Total New Housing Starts 2025/26 (b) 951 2024/25 1,556 2023/24 1,363 2022/23 687 2021/22 1,235 2020/21 2,062 (a) The date of new housing starts is the date on which the permit is issued and is not to be construed as the date of construction. (b) Partial Fiscal Year data from July 1, 2025, through April 30, 2026. Source: The City. Transportation The City is readily accessible via ground and air transportation. Highway access is provided by County Highway 85, State Route 303 and Interstate 10. Other freeways, including State Route 101, Interstate 17 and Interstate 8 are readily accessible to the City. The City is approximately 25 miles from Phoenix Sky Harbor International Airport, which offers service from major airlines, commuter airlines and charter companies. The Phoenix-Goodyear Airport, located within the City is classified as a reliever airport to Phoenix Sky Harbor International Airport. The airport has an 8,500-foot lighted and paved runway and offers various airport-related facilities. The City is also served by the major bus companies and rail service is provided by the Union Pacific Railroad. A-4 Education Elementary and secondary education is provided to residents of the City by Mobile Elementary School District, Avondale Elementary School District, Liberty Elementary School District, Litchfield Elementary School District, Littleton Elementary School District, Buckeye Union High School District, Tolleson Union High School District and Agua Fria Union High School District. Post-secondary education is provided by the Maricopa County Community College District, which provides two-year and professional degrees through a number of facilities located throughout the County and the greater Metropolitan Phoenix Area, including the campus of Estrella Mountain Community College located in the neighboring City of Avondale. Four-year degrees are attainable through Arizona State University located in Phoenix, Glendale, Mesa and Tempe, Grand Canyon University located in Phoenix and other universities located in the greater Metropolitan Phoenix Area that offer flexible class schedules to the working individuals of the County. Franklin Pierce University located in Goodyear offers doctorate programs through its College of Graduate and Professional Studies. Pending Municipal Fee and Tax Moratorium Legislation House Concurrent Resolution 2016 (“HCR 2016”) is currently pending in the State Legislature. If approved by the State Legislature, HCR 2016 is a referendum that would be presented to voters at the statewide election in November 2026. HCR 2016, if ultimately approved by voters, would impose a four-year moratorium on increases in municipal fees, taxes and utility rates above the current fees, taxes and utility rates imposed as of July 1, 2026. The City is unable to predict whether HCR 2016 will be approved by the State Legislature and referred to voters at the November 2026 election, and, if so referred, whether voters will ultimately vote in favor of the referendum. Furthermore, no representative of the City, the Municipal Advisor, the Underwriter, Bond Counsel, or counsel to the Underwriter is able to predict what effect, if any, the moratorium on fee and tax increases, if imposed pursuant to HCR 2016, would have on the City’s financial condition, but it could be material and adverse. The City is unable to predict whether the State Legislature will take future, similar actions affecting municipal fees, taxes and utility rates, or the possible effect of any future, similar actions. As stated elsewhere herein, the Bonds will be payable from a continuing, direct, annual ad valorem tax levied against all taxable property within the City, unlimited as to rate or amount as described under the heading “SECURITY FOR AND SOURCES OF PAYMENT OF THE BONDS.” Although the implementation of HCR 2016 could affect the City’s financial condition, it is not expected that it would directly affect the levy and collection of property taxes in the City, the security and source of payment for the Bonds, as HCR 2016, in its current form, specifically exempts such taxes from the limitations imposed by HCR 2016. B-1 APPENDIX B CITY OF GOODYEAR, ARIZONA FINANCIAL DATA TABLE B-1 Current Year Statistics (For Fiscal Year 2025/26) City of Goodyear, Arizona Total General Obligation Bonds Outstanding and to be Outstanding $ 204,840,000 *(a)(b) Total Senior Lien Water and Sewer Revenue Bonds Outstanding 1,618,244 (a)(c) Total Subordinate Lien Water and Sewer Revenue Obligations Outstanding 184,490,000 (a)(d) Total Senior Lien Excise Tax Obligations Outstanding 51,960,000 (a)(e) Total Subordinate Lien Excise Tax Obligations Outstanding 2,420,000 (a)(f) Total Improvement District Bonds Outstanding 10,210,000 (g) Net Assessed Limited Property Value 1,770,911,953 (h) Net Full Cash Assessed Value 3,129,220,439 (g) Estimated Net Full Cash Value 26,891,375,199 (i) Estimated Net Assessed Limited Property Value (For Fiscal Year 2026/27) 1,972,863,325 (j) (a) Includes the July 1, 2026 principal payment. (b) See “Statements of Bonds Outstanding – General Obligation Bonds Outstanding and to be Outstanding” in this appendix. (c) See “Statements of Bonds Outstanding – Senior Lien Water and Sewer Revenue Bonds Outstanding” in this appendix. (d) See “Statements of Bonds Outstanding – Subordinate Lien Water and Sewer Revenue Obligations Outstanding” in this appendix. (e) See “Statements of Bonds Outstanding – Senior Lien Excise Tax Obligations Outstanding” in this appendix. (f) See “Statements of Bonds Outstanding – Subordinate Lien Excise Tax Obligations Outstanding” in this appendix. (g) See “Statements of Bonds Outstanding – Improvement District Bonds Outstanding” in this appendix. (h) See “PROPERTY TAXES” in this appendix for a description of this property value. (i) Estimated net full cash value is the total market value of the property less estimated exempt property within the City, as projected by the Arizona Department of Revenue, Division of Property and Special Taxes (“Estimated Net Full Cash Value”). (j) Estimated valuations for Fiscal Year 2026/27 provided by the Arizona Department of Revenue. Valuations for Fiscal Year 2026/27 are not official until approved by the Board of Supervisors of the County on the third Monday in August for the following Fiscal Year. Although the final official valuations are not expected to differ materially from the estimated valuations, they are subject to positive or negative adjustments until approved by the Board of Supervisors of the County. Source: State and County 2025 Abstract of the Assessment Roll, Arizona Department of Revenue, Maricopa County 2025 Tax Levy, County Department of Finance and 2026 February State Abstract, Maricopa County Assessor’s Office. * Subject to change. B-2 STATEMENTS OF BONDS OUTSTANDING TABLE B-2 General Obligation Bonds Outstanding and to be Outstanding City of Goodyear, Arizona Issue Series Description Original Amount Final Maturity Principal Outstanding 2016 Refunding $54,975,000 07-01-2037 $ 19,635,000 2017 Various Purpose 25,015,000 07-01-2037 19,275,000 2019 Refunding 4,225,000 07-01-2029 4,105,000 2019 Various Purpose 26,960,000 07-01-2038 20,055,000 2020 Refunding 9,250,000 07-01-2030 4,145,000 2021 Various Purpose 39,530,000 07-01-2040 30,010,000 2022 Various Purpose 23,475,000 07-01-2041 14,960,000 Subtotal General Obligation Bonds Outstanding $112,185,000 Plus: July 1, 2026 Principal Payments 8,170,000 Plus: the Bonds 84,485,000 * Total General Obligation Bonds Outstanding and to be Outstanding $204,840,000 * TABLE B-3 Senior Lien Water and Sewer Revenue Bonds Outstanding City of Goodyear, Arizona Issue Series Description Original Amount Final Maturity Principal Outstanding 2009 Refunding $ 325,000 07-01-2049 $ 325,000 2009 WIFA Loan 5,716,315 07-01-2029 979,472 (a) Subtotal Senior Lien Water and Sewer Revenue Bonds Outstanding $1,304,472 Plus: July 1, 2026 Principal Payments 313,772 Total Senior Lien Water and Sewer Revenue Bonds Outstanding $1,618,244 (a) Represents the City’s 2009 financial obligations to Water Infrastructure Finance Authority of Arizona (“WIFA”). TABLE B-4 Subordinate Lien Water and Sewer Revenue Obligations Outstanding City of Goodyear, Arizona Issue Series Description Original Amount Final Maturity Principal Outstanding 2016 Subordinate Lien Obligations $11,540,000 07-01-2045 $ 5,555,000 2020 Subordinate Lien Obligations 77,530,000 07-01-2049 71,910,000 2020 Subordinate Lien Obligations 30,950,000 07-01-2049 30,950,000 2020 Tax-Exempt Refunding 12,290,000 07-01-2039 9,995,000 2020 Taxable Refunding 13,540,000 07-01-2041 9,870,000 2025 Subordinate Lien Obligations 57,325,000 07-01-2044 51,820,000 Subtotal Subordinate Lien Water and Sewer Revenue Obligations Outstanding $180,100,000 Plus: July 1, 2026 Principal Payments 4,390,000 Total Subordinate Lien Water and Sewer Revenue Obligations Outstanding $184,490,000 * Subject to change. B-3 TABLE B-5 Senior Lien Excise Tax Obligations Outstanding (a) City of Goodyear, Arizona Issue Series Description Original Amount Final Maturity Principal Outstanding 2016A Refunding $40,530,000 07-01-2032 $27,470,000 (b)(c) 2016B Refunding 31,165,000 07-01-2031 12,880,000 (b)(c) 2021 Refunding 25,520,000 07-01-2027 4,865,000 Subtotal Senior Lien Excise Tax Obligations Outstanding $45,215,000 Plus: July 1, 2026 Principal Payments 6,745,000 Total Senior Lien Excise Tax Obligations Outstanding $51,960,000 * (a) Secured by a first lien pledge of certain City excise taxes, fines and fees, and certain State shared revenues (collectively, the “Excise Taxes”). (b) Issued by the City of Goodyear, Arizona Public Improvement Corporation (the “PIC”). (c) The City anticipates completing a cash defeasance of $27,470,000* of Municipal Facilities Revenue Refunding Bonds, Series 2016A and $12,880,000* of Municipal Facilities Revenue Refunding Bonds, Series 2016B in the second half of 2026. TABLE B-6 Subordinate Lien Excise Tax Obligations Outstanding (a) City of Goodyear, Arizona Issue Series Description Original Amount Final Maturity Principal Outstanding 2017 Refunding $10,645,000 07-01-2027 $1,230,000 (b) Subtotal Subordinate Lien Excise Tax Obligations Outstanding $1,230,000 Plus: July 1, 2026 Principal Payment 1,190,000 Total Subordinate Lien Excise Tax Obligations Outstanding $2,420,000 (a) Secured by a second lien pledge of the Excise Taxes. (b) Issued by the PIC. TABLE B-7 Improvement District Bonds Outstanding (a) City of Goodyear, Arizona Issue Series Description Original Amount Final Maturity Principal Outstanding 2018 Refunding $34,870,000 01-01-2031 $10,210,000 Total Improvement District Bonds Outstanding $10,210,000 (a) Improvement District bonded debt is payable from special assessments levied on the property benefited by the financed improvements. Such bonds are a contingent liability of the City to the extent of any delinquent assessments. * Subject to change. B-4 PROPERTY TAXES As described under the heading “SECURITY FOR AND SOURCES OF PAYMENT OF THE BONDS,” the City will be required by law to levy or to cause to be levied on all the taxable property in the City a continuing, direct, annual, ad valorem property tax sufficient to pay all principal, interest, and costs of administration for the Bonds as the same become due. The State’s ad valorem property tax levy and collection procedures are summarized under this heading “PROPERTY TAXES.” Taxable Property Real property and improvements and personal property are either valued by the Assessor of the County or the Arizona Department of Revenue (the “Department of Revenue”). Property valued by the Assessor of the County is referred to as “locally assessed” property and generally encompasses residential, agricultural and traditional commercial and industrial property. Property valued by the Department of Revenue is referred to as “centrally valued” property and generally includes large mine and utility entities. Locally assessed property is assigned two values: Full Cash Value and Limited Property Value (both as defined herein). Centrally valued property is assigned one value: Full Cash Value. Full Cash Value In the context of a specific property parcel, full cash value (“Full Cash Value”) is statutorily defined to mean “the value determined as prescribed by statute” or if no statutory method is prescribed it is “synonymous with market value which means that estimate of value that is derived annually by using standard appraisal methods and techniques,” which generally include the market approach, the cost approach and the income approach. In valuing locally assessed property, the Assessor of the County generally uses a cost approach to value commercial/industrial property and a market approach to value residential property. In valuing centrally valued property, the Department of Revenue begins generally with information provided by taxpayers and then applies procedures provided by State law. State law allows taxpayers to appeal such Full Cash Values by providing evidence of a lower value, which may be based upon another valuation approach. Full Cash Value is used as the ceiling for determining Limited Property Value. Unlike Limited Property Value, increases in Full Cash Value are not limited. Limited Property Value In the context of a specific property parcel, limited property value (“Limited Property Value”) is a property value determined pursuant to the Arizona Constitution and the A.R.S. Except as described in the next sentence, for locally assessed property in existence in the prior year, Limited Property Value is limited to the lesser of Full Cash Value or an amount 5% greater than Limited Property Value determined for the prior year for such specific property parcel. In the following circumstances, Limited Property Value is established at a level or percentage of Full Cash Value that is comparable to that of other properties of the same or similar use or classification: property that was erroneously totally or partially omitted from the property tax rolls in the preceding tax year, except as a result of the matters described in this sentence; property for which a change in use has occurred since the preceding tax year and property that has been modified by construction , destruction, or demolition since the preceding valuation year such that the total value of the modification is equal to or greater than fifteen percent of the Full Cash Value. (Limited Property Value of property that has been split, subdivided, or consolidated varies depending on when the change occurred.) A separate Limited Property Value is not provided for centrally valued property. Full Cash Value and Limited Property Value for Taxing Jurisdictions The Full Cash Value in the context of a taxing jurisdiction is the sum of the Full Cash Value associated with each parcel of property in the jurisdiction. Full Cash Value of the jurisdiction is the basis for determining constitutional and statutory debt limits for certain political subdivisions in Arizona, including the City. The Limited Property Value in the context of a taxing jurisdiction is the sum of the Limited Property Value associated with each parcel of locally assessed property within the jurisdiction plus the sum of the Full Cash Value associated with each parcel of centrally valued property within the jurisdiction. Limited Property Value of the jurisdiction is used as the basis for levying both primary and secondary taxes. See “Primary Taxes” and “Secondary Taxes” below. B-5 Property Classification and Assessment Ratios All property, both real and personal, is assigned a classification (defined by property use) and related assessment ratio that is multiplied by the Limited Property Value or Full Cash Value of the property, as applicable, to obtain the “Limited Assessed Property Value” and the “Full Cash Assessed Value,” respectively. The assessment ratios for each property classification are set forth by tax year in the following table. TABLE B-8 Property Tax Assessment Ratios (Tax Year) (a) Additional property classifications exist, but seldom amount to a significant portion of a municipal body’s total valuation. (b) The assessment ratio for this property classification will decrease to 15.0% for tax year 2027 and each tax year thereafter. (c) This percentage is determined annually pursuant to A.R.S. § 42-15005. Source: State and County Abstract of the Assessment Roll for Tax Years 2022 to 2026, Arizona Department of Revenue. Primary Taxes Per State statute, taxes levied for the maintenance and operation of counties, cities, towns, school districts, community college districts and the State are “primary taxes.” Primary taxes are levied against Net Assessed Limited Property Value (as defined herein). “Net Assessed Limited Property Value” is determined by excluding the value of property exempt from taxation from Limited Assessed Property Value of locally assessed property and from Full Cash Assessed Value of centrally valued property and combining the resulting two amounts. The primary taxes levied by each county, city, town and community college district are constitutionally limited to a maximum increase of 2% over the maximum allowable prior year’s levy limit plus any taxes on property not subject to taxation in the preceding year (e.g., new construction and property brought into the jurisdiction because of annexation). The 2% limitation does not apply to primary taxes levied on behalf of school districts. The combined taxes on owner occupied residential property only, for purposes other than voter-approved bond indebtedness and overrides and certain special district assessments, are constitutionally limited to 1% of the Limited Property Value of such property. Secondary Taxes Per State statute, taxes levied for payment of bonds like the Bonds, voter-approved budget overrides, the maintenance and operation of special purpose districts such as sanitary, fire, road improvement and career technical education districts, and taxes levied by school districts for qualified desegregation expenditures are “secondary taxes.” Like primary taxes, secondary taxes are also levied against Net Assessed Limited Property Value. There is no constitutional or statutory limitation on annual levies for voter approved bond indebtedness and overrides and certain special district assessments. “Net Full Cash Assessed Value” is determined by excluding the value of property exempt from taxation from Full Cash Assessed Value of both locally assessed and centrally valued property and combining the resulting two amounts. Net Full Cash Assessed Value is the basis for determining general obligation bonded debt limitations for certain political subdivisions in the State, including the City. Tax Procedures Property Classification (a) 2022 2023 2024 2025 2026 Mining, utilities, commercial and industrial (b) 17.5% 17.0% 16.5% 16.0% 15.5% Agricultural and vacant land 15.0 15.0 15.0 15.0 15.0 Owner occupied residential 10.0 10.0 10.0 10.0 10.0 Leased or rented residential 10.0 10.0 10.0 10.0 10.0 Railroad, private car company and airline flight property (c) 15.0 14.0 14.0 13.0 13.0 B-6 The State tax year has been defined as the calendar year, notwithstanding the fact that tax procedures begin prior to January 1 of the tax year and continue through May of the succeeding calendar year. On or before the third Monday in August each year the Board of Supervisors of the County prepares the tax roll setting forth certain valuations by taxing district of all property in the County subject to taxation. The tax roll is then forwarded to the Treasurer of the County (the “Treasurer”). (The Assessor of the County is required to have completed the assessment roll by December 20th of the year prior to the levy. This roll identifies the valuation and classification of each parcel located within the County for the tax year.) With the various budgetary procedures having been completed by the governmental entities, the appropriate tax rate for each jurisdiction is then levied upon each non-exempt parcel of property in order to determine the total tax owed by each property owner. Any subsequent decrease in the value of the tax roll due to appeals or other reasons reduces the amount of taxes received by each jurisdiction. The property tax lien on real property attaches on January 1 of the year the tax is levied. Such lien is prior and superior to all other liens and encumbrances on the property subject to such tax except liens or encumbrances held by the State or liens for taxes accruing in any other years. The State Legislature, from time to time, may change the manner in which taxes are levied, including changing the assessment ratios and property classifications. The City cannot determine whether any such measures will become law or how they might affect property tax collections for the City. However, removing or amending limits on the growth rate of Limited Property Value for locally assessed property would require further amendment to the State Constitution. On occasion, it may be determined that a taxpayer or class of taxpayers is due a property tax refund associated with a successful appeal. These refunds may be for a single year or several years and may range widely in amount. Generally, these refunds are paid by the treasurer of the appropriate county with amounts received by the underlying taxing jurisdictions which, in most cases, may levy an additional property tax in the following year to account for that underlying taxing jurisdiction’s proportion of the taxpayer refund. Importantly, in most cases, taxpayer refunds of this type are not the ultimate burden of the underlying taxing jurisdiction, as the underlying taxing jurisdictions levied a tax in an amount which was based on the approved (i.e., pre-appeal) property tax levy. Refunds do not change the amount of revenue the underlying taxing jurisdictions are eligible to receive for the affected fiscal years, but such refunds do change the distribution of the burden of the property taxes among the taxpayers. This is reconciled by the underlying taxing jurisdictions levying for the refunded amounts in a subsequent year. Delinquent Tax Procedures The property taxes due the City are billed, along with State and other taxes, each September and are due and payable in two installments on October 1 and March 1 and become delinquent on November 1 and May 1, respectively. Delinquent taxes are subject to an interest penalty of 16% per annum prorated monthly as of the first day of the month. (Delinquent interest is waived if a taxpayer, delinquent as to the November 1 payment, pays the entire year’s tax bill by December 31.) After the close of the tax collection period, the Treasurer prepares a delinquent property tax list and the property so listed is subject to a tax lien sale in February of the succeeding year. In the event that there is no purchaser for the tax lien at the sale, the tax lien is assigned to the State, and the property is reoffered for sale from time to time until such time as it is sold, subject to redemption, for an amount sufficient to cover all delinquent taxes. After three years from the sale of the tax lien, the tax lien certificate holder may bring an action in a court of competent jurisdiction to foreclose the right of redemption and, if the delinquent taxes plus accrued interest are not paid by the owner of record or any entity having a right to redeem, a judgment is entered ordering the Treasurer to deliver a treasurer’s deed to the certificate holder as prescribed by law. Chapter 176, Laws of Arizona 2024 (commonly referred to by its original bill number as “SB 1431”) revised the redemption and foreclosure process for tax lien certificate holders whereby a delinquent taxpayer may request an entry of judgment directing the sale of the property for excess proceeds. If a delinquent taxpayer requests an excess proceeds sale, and an entry of judgment is granted to direct such excess proceeds sale, a tax lien certificate holder’s potential financial return on the subject tax lien eligible for foreclosure may decrease relative to the tax lien certificate holder’s potential financial return on such tax lien prior to the enactment of SB 1431. Therefore, in connection with the new excess proceeds sale process instituted by SB 1431, it is reasonable to conclude that “tax sale investors” may be less willing to purchase tax liens. The effective date of SB 1431 was September 14, 2024. None of the City, the Municipal Advisor, the Underwriter or the counsel or agents of either of them, including Bond Counsel, are able to determine or predict what impact, if any, SB 1431 will have on property tax collections in the City. B-7 In the event of bankruptcy of a taxpayer pursuant to the United States Bankruptcy Code (the “Bankruptcy Code”), the law is currently unsettled as to whether a lien can attach against the taxpayer’s property for property taxes levied during the pendency of bankruptcy. Such taxes might constitute an unsecured and possibly non-interest bearing administrative expense payable only to the extent that the secured creditors of a taxpayer are oversecured, and then possibly only on the prorated basis with other allowed administrative claims. It cannot be determined, therefore, what adverse impact bankruptcy might have on the ability to collect ad valorem taxes on property of a taxpayer within the City. Proceeds to pay such taxes come only from the taxpayer or from a sale of the tax lien on delinquent property. When a debtor files or is forced into bankruptcy, any act to obtain possession of the debtor’s estate, any act to create or perfect any lien against the property of the debtor or any act to collect, assess or recover a claim against the debtor that arose before the commencement of the bankruptcy is stayed pursuant to the Bankruptcy Code. While the automatic stay of a bankruptcy court may not prevent the sale of tax liens against the real property of a bankrupt taxpayer, the judicial or administrative foreclosure of a tax lien against the real property of a debtor would be subject to the stay of bankruptcy court. It is reasonable to conclude that “tax sale investors” may be reluctant to purchase tax liens under such circumstances, and, therefore, the timeliness of the payment of post-bankruptcy petition tax collections becomes uncertain. It cannot be determined what impact any deterioration of the financial conditions of any taxpayer, whether or not protection under the Bankruptcy Code is sought, may have on payment of or the secondary market for the Bonds. None of the City, the Municipal Advisor, the Underwriter or their respective agents, consultants or legal counsel, including Bond Counsel, has undertaken any independent investigation of the operations and financial condition of any taxpayer, nor have they assumed responsibility for the same. In the event the County is expressly enjoined or prohibited by law from collecting taxes due from any taxpayer, such as may result from the bankruptcy of a taxpayer, any resulting deficiency could be collected in subsequent tax years by adjusting the City’s tax rate charged to non-bankrupt taxpayers during such subsequent tax years. DIRECT AND OVERLAPPING GENERAL OBLIGATION BONDED INDEBTEDNESS The Arizona Constitution provides that the general obligation bonded indebtedness for a city for general municipal purposes may not exceed 6% of the Net Full Cash Assessed Value of the taxable property in that city. In addition, an incorporated city may become indebted in an amount not exceeding an additional 20% of the Net Full Cash Assessed Value of the city for supplying such city with water, light, or sewers, when the works for supplying such water, light, or sewers are or shall be owned and controlled by the municipality, and for the acquisition and development by the city of land or interests therein for open space preserves, parks, playgrounds and recreational facilities, public safety, law enforcement, fire and emergency services facilities and streets and transportation facilities. TABLE B-9 Direct General Obligation Bonded Debt, Legal Limitation and Unused General Obligation Bonding Capacity (a) City of Goodyear, Arizona General Municipal Purpose Bonds (b) Total 6% General Obligation Bonding Capacity $187,753,226 Less 6% Original Issue Premium (5,420,000) * (c) Less 6% General Obligation Bonds to be Outstanding (46,690,000) * Net 6% General Obligation Bonding Capacity $135,643,226 * Water, Light, Sewer, Open Space, Streets, Parks, Transportation and Public Safety Bonds (b) Total 20% General Obligation Bonding Capacity $625,844,087 Less 20% Original Issue Premium (7,492,000) * (b) Less 20% General Obligation Bonds to be Outstanding (149,980,000) * Net 20% General Obligation Bonding Capacity $468,372,087 * * Subject to change. B-8 (a) General obligation bonding capacity is calculated using the City’s Fiscal Year 2025/2026 Net Full Cash Assessed Value of $3,129,220,439. Capacity is reduced by applicable amount in connection with the issuance of the Bonds. (b) Bonding capacity net of July 1, 2026, principal payment and original issue premium. (c) $11,622,000* total amount of premium on previous bonds and on the Bonds reduced or will reduce (i) the principal amount of general obligation bonds authorized at the Elections and (ii) the borrowing capacity of the City under the Arizona Constitution. $1,290,000 total amount of premium on previous bonds reduced the borrowing capacity of the City under the Arizona Constitution (but not the authorization). The City’s borrowing capacity (but not authorization) will be recaptured as premium is amortized. The City plans to amortize such premium as shown in TABLE B-10. TABLE B-10 Original Issue Premium Amortization General Obligation Bonds City of Goodyear, Arizona Period Ending (July 1) General Obligation Refunding Bonds, Series 2019 General Obligation Refunding Bonds, Series 2020 General Obligation Bonds, Series 2021 General Obligation Bonds, Series 2022 The Bonds* Combined* 2027 $240,000 $125,000 $ 160,000 $ 80,000 $ 702,000 $ 1,307,000 2028 250,000 130,000 170,000 80,000 180,000 810,000 2029 260,000 140,000 175,000 85,000 75,000 735,000 2030 145,000 185,000 90,000 80,000 500,000 2031 195,000 95,000 85,000 375,000 2032 205,000 100,000 85,000 390,000 2033 215,000 105,000 90,000 410,000 2034 220,000 110,000 95,000 425,000 2035 230,000 115,000 100,000 445,000 2036 240,000 120,000 105,000 465,000 2037 245,000 125,000 110,000 480,000 2038 250,000 130,000 115,000 495,000 2039 890,000 135,000 120,000 1,145,000 2040 920,000 140,000 130,000 1,190,000 2041 145,000 580,000 725,000 2042 700,000 700,000 2043 735,000 735,000 2044 770,000 770,000 2045 810,000 810,000 Total $750,000 $540,000 $4,300,000 $1,655,000 $5,667,000 $12,912,000 * Subject to change. B-9 TABLE B-11 Direct and Overlapping General Obligation Bonds Outstanding and to be Outstanding City of Goodyear, Arizona Proportion applicable to City of Goodyear (a) Overlapping Jurisdiction General Obligation Bonded Debt (b)(c) Approximate Percent Net Debt Amount State of Arizona None 1.917% None Maricopa County None 2.916 None Maricopa County Community College District $ 13,565,000 2.916 $ 395,597 Maricopa County Special Health Care District 479,410,000 2.928 14,038,782 Western Maricopa Education Center District No. 402 212,235,000 7.467 15,847,476 Agua Fria Union High School District No. 216 399,515,000 55.962 223,574,634 Avondale Elementary School District No. 44 34,615,000 88.955 30,791,851 Litchfield Elementary School District No. 79 89,285,000 40.899 36,516,950 Buckeye Union High School District No. 201 39,965,000 22.225 8,882,251 Liberty Elementary School District No. 25 41,920,000 58.263 24,423,925 Tolleson Union High School District No. 214 324,390,000 0.003 9,676 Littleton Elementary School District No. 65 37,525,000 0.013 4,792 Mobile Elementary School District No. 86 None 48.825 None Centerra Community Facilities District 1,337,000 100.000 1,337,000 Community Facilities General District No. 1 1,630,000 100.000 1,630,000 Community Facilities Utilities District No. 1 16,800,000 100.000 16,800,000 Cortina Community Facilities District 805,000 100.000 805,000 Cottonflower Community Facilities District 420,000 100.000 420,000 Estrella Mountain Ranch Community Facilities District 19,915,000 100.000 19,915,000 King Ranch Community Facilities District None 100.000 None Palm Valley Community Facilities District No. 3 2,570,000 100.000 2,570,000 Wildflower Ranch Community Facilities District No. 1 None 100.000 None Wildflower Ranch Community Facilities District No. 2 None 100.000 None City of Goodyear 196,670,000* 100.000 196,670,000 *(d) Total Direct and Overlapping General Obligation Bonded Debt Outstanding and to be Outstanding $594,632,935 * (a) Proportion applicable to the City is computed on the ratio of Net Assessed Limited Property Value for Fiscal Year 2025/26 of the portion of the overlapping jurisdiction lying within the City divided by the total Net Assessed Limited Property Value of such jurisdiction. Total may not add due to rounding. (b) Does not include presently authorized but unissued general obligation bonds of such jurisdictions that may be issued in the future nor amounts that may be authorized at future elections. Additional bonds may be authorized by voters within such jurisdictions pursuant to future elections. Does not include outstanding principal amount of certificates of participation, revenue obligations or loan obligations outstanding for the jurisdictions listed above. Does not include outstanding principal amounts of bonded debt payable from special assessments, as such debt is presently being paid from such special assessments against affected property owners residing within the various improvement districts. Also does not include the obligation of the Central Arizona Water Conservation District (“CAWCD”) to the United States Department of the Interior (the “Department of the Interior”), for repayment of certain capital costs for construction of the Central Arizona Project (“CAP”), a major reclamation project that has been substantially completed by the Department of the Interior. The obligation is evidenced by a master contract between CAWCD and the Department of the Interior. In April 2003, the United States and CAWCD agreed to settle litigation over the amount of the construction cost repayment obligation, the amount of the respective obligations for payment of the operation, maintenance and replacement costs and the application of certain revenues and credits against such obligations and costs. Under the agreement, CAWCD’s obligation for substantially all of the CAP features that * Subject to change. B-10 have been constructed so far will be set at $1.646 billion, which amount assumes (but does not mandate) that the United States will acquire a total of 667,724 acre feet of CAP water for federal purposes. The United States will complete unfinished CAP construction work related to the water supply system and regulatory storage stages of CAP at no additional cost to CAWCD. Of the $1.646 billion repayment obligation, 73% will be interest bearing and the remaining 27% will be non-interest bearing. These percentages have been fixed for the entire 50-year repayment period, which commenced October l, 1993. CAWCD is a multi-county water conservation district having boundaries coterminous with the exterior boundaries of Arizona’s Maricopa, Pima and Pinal Counties. It was formed for the express purpose of paying administrative costs and expenses of the CAP and to assist in the repayment to the United States of the CAP capital costs. Repayment will be made from a combination of power revenues, subcontract revenues (i.e., agreements with municipal, industrial and agricultural water users for delivery of CAP water) and a tax levy against all taxable property within CAWCD’s boundaries. At the date of this Official Statement, the tax levy is limited to 14 cents per $100 of Net Assessed Limited Property Value, of which 14 cents is currently being levied. (See A.R.S., Sections 48-3715 and 48-3715.02.) There can be no assurance that such levy limit will not be increased or removed at any time during the life of the master contract. Does not include the obligation of the Maricopa County Flood Control District to contribute $70 to $80 million to the CAP. The Maricopa County Flood Control District’s sole source of revenue to pay the contribution will be ad valorem taxes on real property and improvements. (c) General obligation debt net of July 1, 2026 principal payments. (d) Includes the Bonds. Source: The various entities. B-11 TABLE B-12 Direct and Overlapping General Obligation Bonds Authorized but Unissued City of Goodyear, Arizona Overlapping Jurisdiction General Obligation Bonds Authorized but Unissued Maricopa County Community College District None Maricopa County Special Health Care District $898,000,000 Western Maricopa Education Center District No. 402 215,000,000 Avondale Elementary School District No. 44 65,000,000 Liberty Elementary School District No. 25 None Litchfield Elementary School District No. 79 10,000,000 Littleton Elementary School District No. 65 None Mobile Elementary School District No. 86 None Agua Fria Union High School District No. 216 None Buckeye Union High School District No. 201 None Tolleson Union High School District No. 214 125,000,000 Centerra Community Facilities District 15,692,000 Cortina Community Facilities District 845,000 Cottonflower Community Facilities District 415,000 Estrella Mountain Ranch Community Facilities District 165,525,849 Goodyear Community Facilities General District No. 1 119,260,000 Goodyear Community Facilities Utilities District No. 1 111,760,000 King Ranch Community Facilities District 50,000,000 Palm Valley Community Facilities District No. 3 116,460,000 Wildflower Ranch Community Facilities District No. 1 600,000 Wildflower Ranch Community Facilities District No. 2 1,280,000 City of Goodyear 186,294,616* (a) (a) Reflects reduction of authorization from issuance of the Bonds. Source: The various entities. TABLE B-13 Direct and Overlapping General Obligation Bonded Debt Ratios City of Goodyear, Arizona Per Capita As a Percentage of City’s Bonded Debt Population at 122,569 (a) 2025/26 Net Assessed Limited Property Value 2025/26 Estimated Net Full Cash Value Direct General Obligation Bonded Debt* (b) $1,605 11.11% 0.73% Direct and Overlapping General Obligation Debt* (b) 4,851 33.58 2.21 (a) Estimate as of July 1, 2025 (published December 2025). (b) Includes the Bonds. Source: Arizona Department of Administration, Office of Employment and Population Statistics and State and County 2025 Abstract of the Assessment Roll, Arizona Department of Revenue. * Subject to change. B-12 Other Indebtedness City of Goodyear, Arizona The City currently has no other material indebtedness. Source: The City. TAX COLLECTIONS, TAX RATES AND VALUES TABLE B-14 Property Taxes Levied and Collected (a) City of Goodyear, Arizona Collected to June 30 of Initial Fiscal Year (b) Cumulative Collection to September 30, 2025 Fiscal Year Tax Rate City Tax Levy (c) Amount % of Levy (d) Amount % of Levy (d) 2025/26 $1.7350 $30,725,328 (e) $ 2,509,492 8.15% 2024/25 1.7350 27,593,700 $27,362,643 99.16% 27,320,052 99.01 2023/24 1.7350 25,151,508 24,793,758 98.58 24,696,523 98.19 2022/23 1.7350 22,821,653 22,501,541 98.60 22,306,469 97.74 2021/22 1.7335 20,150,452 19,740,256 97.96 19,570,851 97.12 2020/21 1.7332 17,871,100 17,528,715 98.08 17,452,256 97.66 (a) Taxes are collected by the Treasurer. Taxes in support of debt service are levied by the Board of Supervisors of the County as required by A.R.S. (b) Reflects collections made through the end of the Fiscal Year, on such year’s levy. Property taxes are payable in two installments. The first installment is due on October 1 and becomes delinquent on November 1; the second installment is due on March 1 and becomes delinquent on May 1. Delinquent taxes are subject to an interest and penalty change of 16% per annum, which is prorated at a monthly rate of 1.33%. Interest and penalty collections for delinquent taxes are not included in the collection figures but are deposited in the County’s General Fund. Interest and penalties with respect to the first half tax collections (delinquent November 1) are waived if the full year’s taxes are paid by December 31. (c) Tax levy amount shown is based on the original levy set by the County and does not reflect adjustments. (d) Percentage of levy collected is calculated using the adjusted levy as of June 30 of the initial Fiscal Year or as of the query date, respectively. (e) The 2025/26 taxes are in course of collection, subject to the following schedule: first installment due 10-01-25, delinquent 11-01-25; second installment due 03-01-26, delinquent 05-01-26. Source: Secured Levy Report through September 30, 2025, Office of the Treasurer of the County. B-13 TABLE B-15 Direct and Overlapping Assessed Valuations and Total Tax Rates Per $100 Assessed Valuation Overlapping Jurisdiction 2025/26 Net Assessed Limited Property Value (a) 2025/26 Total Tax Rate Per $100 Net Assessed Limited Property Value (a) State of Arizona $92,371,826,506 None Maricopa County 60,724,517,168 $ 1.1591 Maricopa County Community College District 60,724,517,168 1.0828 Maricopa County Fire District Assistance Tax 60,724,517,168 0.0076 (b) Maricopa County Flood Control District 56,554,825,877 0.1428 (c) Maricopa County Library District 60,724,517,168 0.0462 Maricopa County Special Health Care District 60,474,824,210 0.2914 Central Arizona Water Conservation District 60,474,824,210 0.1400 (d) Western Maricopa Education Center District No. 402 23,716,678,874 0.1815 Adaman Irrigation District No. 36 2,389 24.0700 (e) McMicken Irrigation District 18,083 2.0859 (e) Roosevelt Irrigation District 35,149 37.3600 (e) Agua Fria Union High School District No. 216 2,641,487,331 3.1740 Avondale Elementary School District No. 44 829,320,601 3.5672 Litchfield Elementary School District No. 79 1,812,166,729 2.9306 Buckeye Union High School District No. 201 1,312,367,605 2.8998 Liberty Elementary School District No. 25 501,070,687 3.7177 Tolleson Union High School District No. 214 2,060,374,378 5.7601 Littleton Elementary School District No. 65 485,455,772 4.1988 Mobile Elementary School District No. 86 7,604,958 8.5360 Centerra Community Facilities District 24,754,520 1.5176 Community Facilities General District No. 1 167,715,124 0.7255 Community Facilities Utilities District No. 1 620,164,835 0.7598 Cortina Community Facilities District 15,352,986 1.4418 Cottonflower Community Facilities District 13,511,630 1.9401 Estrella Mountain Ranch Community Facilities District 188,637,488 1.3000 King Ranch Community Facilities District 1,695,934 0.3000 Palm Valley Community Facilities District No. 3 239,280,691 0.3185 Wildflower Ranch Community Facilities District No. 1 7,254,451 0.3000 Wildflower Ranch Community Facilities District No. 2 7,390,167 0.8656 City of Goodyear 1,770,911,953 1.7350 (a) Any decrease in an assessed valuation below the amount shown could result in an increase in the applicable tax rate. (b) The County is mandated to levy a tax annually in support of County fire districts. (c) The assessed valuation of the Maricopa County Flood Control District does not include the personal property assessed valuation within the County. (d) The Net Assessed Limited Property Value for CAWCD reflects the assessed valuation located within Maricopa County only. (e) Irrigation district levies are based on a per acre assessment upon the qualified land within the City. Source: State and County 2025 Abstract of the Assessment Roll, Arizona Department of Revenue and Maricopa County 2025 Tax Levy, County Department of Finance. B-14 Direct and Overlapping Total Tax Rates Per $100 of Assessed Valuation There are 30 taxing jurisdictions that overlap the City’s boundaries. The total overlapping property tax rate for property owners within the City, excluding irrigation districts, ranges from $10.8910 to $14.7453. Source: Maricopa County 2025 Tax Levy, County Department of Finance. TABLE B-16 Assessed Value by Property Classification City of Goodyear, Arizona Below are breakdowns of the City’s Net Assessed Limited Property Value by property classification. Class 2021/22 2022/23 2023/24 2024/25 2025/26 Utilities, Commercial and Industrial $ 383,128,650 $ 417,568,668 $ 488,911,196 $ 593,240,929 $ 647,387,305 Agricultural and Vacant 58,983,264 61,365,014 73,504,432 73,511,435 69,250,403 Residential (owner occupied) 507,416,490 552,897,336 592,054,415 637,262,868 670,758,779 Residential (rental) 206,917,471 237,727,343 268,756,784 304,903,366 355,372,026 Railroads 1,264,869 1,415,907 1,011,317 869,917 717,777 Historic Property 12,874,047 22,874,548 23,600,985 25,822,366 27,421,684 Miscellaneous 35,937 - 1 3,788 3,978 Total (a) $1,170,620,728 $1,293,848,816 $1,447,839,128 $1,635,614,669 $1,770,911,953 (a) Totals may not add due to rounding. Source: State and County Abstract of the Assessment Roll, Arizona Department of Revenue. B-15 TABLE B-17 Assessed Valuation of Major Taxpayers (a) City of Goodyear, Arizona The table below shows the major property taxpayers located within the City and their Net Assessed Limited Property Value for the Fiscal Year indicated. Taxpayer (b) 2025/26 Net Assessed Limited Property Value As % of City’s Total 2025/26 Net Assessed Limited Property Value MICROSOFT CORPORATION $ 29,556,838 1.67% VHS OF SOUTH PHOENIX INC 17,498,297 0.99 FR PV 303 PHASE 2 LLC 14,911,309 0.84 LIBERTY PROPERTY LIMITED PARTNERSHIP 12,155,446 0.69 PROLOGIS-EXCHANGE AZ 2003 LLC 11,401,320 0.64 SDC PHX I LLC 10,456,954 0.59 ELWOOD LOGISTICS CENTER QOZB LLC 10,176,400 0.57 MACYS LOGISTICS LLC 10,164,893 0.57 VANTAGE DATA CENTERS AZ11 LLC 10,093,005 0.57 ESTRELLA NORTH LLC 9,797,688 0.55 Total (c) $136,212,152 7.69% (a) Based upon data obtained from the Treasurer. None of the City, the Underwriter, counsel to the Underwriter, the Municipal Advisor, or Bond Counsel has made an independent determination of the financial condition of any of the major taxpayers or their ability to pay taxes. (b) Some of such taxpayers or their parent corporations are subject to the informational requirements of the Securities Exchange Act of 1934, as amended, and in accordance therewith file reports, proxy statements and other information with the Securities and Exchange Commission (the “Commission”). Such reports, proxy statements and other information (collectively, the “Filings”) may be inspected, copied and obtained at prescribed rates at the Commission’s public reference facilities at 100 F Street, N.E., Washington, D.C. 20549-2736. In addition, the Filings may also be inspected at the offices of the New York Stock Exchange at 20 Broad Street, New York, New York 10005. The Filings may also be obtained through the Internet on the Commission’s EDGAR data base at http://www.sec.gov. No representative of the City, the Municipal Advisor, the Underwriter, counsel to the Underwriter, or Bond Counsel has examined the information set forth in the Filings for accuracy or completeness, nor does any such representative assume responsibility for the same. (c) Totals may not add due to rounding. Source: Assessor of the County. TABLE B-18 Estimated Net Full Cash Value (a) City of Goodyear, Arizona Fiscal Year Estimated Net Full Cash Value 2025/26 $26,891,375,199 2024/25 26,359,535,282 2023/24 20,399,873,223 2022/23 15,253,820,336 2021/22 13,310,752,062 (a) The City’s estimated Net Full Cash Value approximates the total market value of all taxable property located within the boundaries of the City, less the estimated exempt property within the boundaries of the City. Source: The Municipal Advisor. Total market value and exempt property information for tax years 2021 through 2025, State and County Abstract of the Assessment Roll, Arizona Department of Revenue. B-16 CITY EMPLOYEE RETIREMENT SYSTEM All benefitted employees of the City are covered by one of three pension systems. The Arizona State Retirement System (“ASRS”) is for the benefit of the employees of the state and certain other governmental jurisdictions. All benefited City employees, except sworn fire and police personnel and the City Council, are included in the plan that is a multiple- employer cost-sharing defined benefit pension plan. All sworn fire and police personnel participate in the Public Safety Personnel Retirement System (“PSPRS”) that is an agent multiple-employer defined benefit pension plan. In addition, eligible employees are covered by other post-employment benefit plans (“OPEB”). All sworn fire and police personnel participate in the PSPRS that is an agent multiple-employer defined benefit health insurance premium benefit OPEB plan. Eligible City employees also participate in the City’s defined benefit medical OPEB plan. Eligible City employees covered by Arizona State Retirement System also participate in the ASRS OPEB plan. At June 30, 2025, the City reported the following unfunded liabilities related to pensions and OPEB for all plans to which it contributes (in thousands): TABLE B-19 Net Pension and OPEB Liabilities City of Goodyear, Arizona Plan Governmental Activities Business-Type Activities ASRS $47,805,546 $ 8,340,534 OPEB 23,746,147 4,142,941 PSPRS-Fire 7,016,422 - PSPRS-Police 13,263,042 - Total (a) $91,831,158 $12,483,475 For a more detailed description of these plans and the City contributions to the various plans, please refer to Note 15 of the City’s Audited General Purpose Financial Statements for the Year Ended June 30, 2025, contained in APPENDIX C of this Official Statement. (a) Totals may not add due to rounding. APPENDIX C CITY OF GOODYEAR, ARIZONA AUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDED JUNE 30, 2025 The following audited financial statements are for the Fiscal Year ended June 30, 2025, have been audited by Heinfeld, Meech & Co., P.C., certified public accountants, to the extent and for the period indicated thereon. The City has neither requested nor obtained the consent of Heinfeld, Meech & Co., P.C., to include its report and Heinfeld, Meech & Co., P.C., has performed no procedures subsequent to sending its report on the audited financial statements. These are the most recent audited financial statements available to the City. THESE AUDITED FINANCIAL STATEMENTS ARE NOT CURRENT AND MAY NOT REPRESENT THE CURRENT FINANCIAL CONDITIONS OF THE CITY. [THIS PAGE INTENTIONALLY LEFT BLANK] D-1 APPENDIX D BOOK-ENTRY-ONLY SYSTEM THE INFORMATION PROVIDED IN THIS APPENDIX D HAS BEEN PROVIDED BY DTC. NO REPRESENTATION IS MADE BY THE CITY, BOND COUNSEL, THE MUNICIPAL ADVISOR, COUNSEL TO THE UNDERWRITER OR THE UNDERWRITER AS TO THE ACCURACY OR ADEQUACY OF SUCH INFORMATION PROVIDED BY DTC OR AS TO THE ABSENCE OF MATERIAL ADVERSE CHANGES IN SUCH INFORMATION SUBSEQUENT TO THE DATE HEREOF. DTC will act as securities depository for the Bonds. The Bonds will be issued as fully-registered securities registered in the name of Cede & Co. (DTC’s partnership nominee) or such other name as may be requested by an authorized representative of DTC. One fully-registered Bond certificate will be issued for each maturity of the Bonds, each in the aggregate principal amount of such maturity, and will be deposited with DTC. DTC, the world’s largest securities depository, is a limited-purpose trust company organized under the New York Banking Law, a “banking organization” within the meaning of the New York Banking Law, a member of the Federal Reserve System, a “clearing corporation” within the meaning of the New York Uniform Commercial Code, and a “clearing agency” registered pursuant to the provisions of Section 17A of the Securities Exchange Act of 1934. DTC holds and provides asset servicing for over 3.5 million issues of U.S. and non-U.S. equity issues, corporate and municipal debt issues, and money market instruments (from over 100 countries) that DTC’s participants (“Direct Participants”) deposit with DTC. DTC also facilitates the post-trade settlement among Direct Participants of sales and other securities transactions in deposited securities, through electronic computerized book-entry transfers and pledges between Direct Participants’ accounts. This eliminates the need for physical movement of securities certificates. Direct Participants include both U.S. and non-U.S. securities brokers and dealers, banks, trust companies, clearing corporations, and certain other organizations. DTC is a wholly-owned subsidiary of The Depository Trust & Clearing Corporation (“DTCC”). DTCC is the holding company for DTC, National Securities Clearing Corporation and Fixed Income Clearing Corporation, all of which are registered clearing agencies. DTCC is owned by the users of its regulated subsidiaries. Access to the DTC system is also available to others such as both U.S. and non-U.S. securities brokers and dealers, banks, trust companies, and clearing corporations that clear through or maintain a custodial relationship with a Direct Participant, either directly or indirectly (“Indirect Participants”). DTC has a rating of “AA+” from Standard & Poor’s. The DTC Rules applicable to its Participants are on file with the Securities and Exchange Commission. More information about DTC can be found at www.dtcc.com. Purchases of Bonds under the DTC system must be made by or through Direct Participants, which will receive a credit for the Bonds on DTC’s records. The ownership interest of each actual purchaser of each Bond (“Beneficial Owner”) is in turn to be recorded on the Direct and Indirect Participants’ records. Beneficial Owners will not receive written confirmation from DTC of their purchase. Beneficial Owners are, however, expected to receive written confirmations providing details of the transaction, as well as periodic statements of their holdings, from the Direct or Indirect Participant through which the Beneficial Owner entered into the transaction. Transfers of ownership interests in the Bonds are to be accomplished by entries made on the books of Direct and Indirect Participants acting on behalf of Beneficial Owners. Beneficial Owners will not receive certificates representing their ownership interests in the Bonds, except in the event that use of the book-entry system for the Bonds is discontinued. To facilitate subsequent transfers, all Bonds deposited by Direct Participants with DTC are registered in the name of DTC’s partnership nominee, Cede & Co., or such other name as may be requested by an authorized representative of DTC. The deposit of Bonds with DTC and their registration in the name of Cede & Co. or such other DTC nominee do not effect any change in beneficial ownership. DTC has no knowledge of the actual Beneficial Owners of the Bonds; DTC’s records reflect only the identity of the Direct Participants to whose accounts such Bonds are credited, which may or may not be the Beneficial Owners. The Direct and Indirect Participants will remain responsible for keeping account of their holdings on behalf of their customers. Conveyance of notices and other communications by DTC to Direct Participants, by Direct Participants to Indirect Participants, and by Direct Participants and Indirect Participants to Beneficial Owners will be governed by arrangements among them, subject to any statutory or regulatory requirements as may be in effect from time to time. Beneficial Owners of Bonds may wish to take certain steps to augment the transmission to them of notices of significant events with respect to the Bonds, such as redemptions, tenders, defaults, and proposed amendments to the Bond documents. For example, Beneficial Owners of Bonds may wish to ascertain that the nominee holding the Bonds for their benefit has agreed to obtain and transmit notices to Beneficial Owners. In the alternative, Beneficial Owners may wish to provide their names D-2 and addresses to the Registrar (initially U.S. Bank Trust Company, National Association) and request that copies of notices be provided directly to them. Neither DTC nor Cede & Co. (nor any other DTC nominee) will consent or vote with respect to the Bonds unless authorized by a Direct Participant in accordance with DTC’s MMI Procedures. Under its usual procedures, DTC mails an Omnibus Proxy to the City as soon as possible after the record date. The Omnibus Proxy assigns Cede & Co.’s consenting or voting rights to those Direct Participants to whose accounts the Bonds are credited on the record date (identified in a listing attached to the Omnibus Proxy). Principal and interest on the Bonds will be made to Cede & Co., or such other nominee as may be requested by an authorized representative of DTC. DTC’s practice is to credit Direct Participants’ accounts upon DTC’s receipt of funds and corresponding detail information from the City or the Registrar on the payable date in accordance with their respective holdings shown on DTC’s records. Payments by Participants to Beneficial Owners will be governed by standing instructions and customary practices, as is the case with securities held for the accounts of customers in bearer form or registered in “street name,” and will be the responsibility of such Participant and not of DTC, the Registrar, or the City, subject to any statutory or regulatory requirements as may be in effect from time to time. Payment of principal, interest and redemption payments to Cede & Co. (or such other nominee as may be requested by an authorized representative of DTC) is the responsibility of the City or Registrar, disbursement of such payments to Direct Participants will be the responsibility of DTC, and disbursement of such payments to the Beneficial Owners will be the responsibility of Direct and Indirect Participants. DTC may discontinue providing its services as depository with respect to the Bonds at any time by giving reasonable notice to the City or the Registrar. Under such circumstances, in the event that a successor depository is not obtained, Bond certificates are required to be printed and delivered. The City may decide to discontinue use of the system of book-entry-only transfers through DTC (or a successor securities depository). In that event, Bond certificates will be printed and delivered to DTC. THE CITY WILL HAVE NO RESPONSIBILITY OR OBLIGATION TO DTC, DIRECT PARTICIPANTS, INDIRECT PARTICIPANTS OR BENEFICIAL OWNERS WITH RESPECT TO (1) THE ACCURACY OF ANY RECORDS MAINTAINED BY DTC, ANY DIRECT PARTICIPANT, OR ANY INDIRECT PARTICIPANT; (2) ANY NOTICE THAT IS PERMITTED OR REQUIRED TO BE GIVEN TO THE OWNERS OF THE BONDS UNDER THE BOND RESOLUTION; (3) THE SELECTION BY DTC OR ANY DIRECT PARTICIPANT OR INDIRECT PARTICIPANT OF ANY PERSON TO RECEIVE PAYMENT IN THE EVENT OF A PARTIAL REDEMPTION OF THE BONDS; (4) THE PAYMENT BY DTC OR ANY DIRECT PARTICIPANT OR INDIRECT PARTICIPANT OF ANY AMOUNT WITH RESPECT TO THE PRINCIPAL OR REDEMPTION PREMIUM, IF ANY, OR INTEREST DUE WITH RESPECT TO THE BONDS; (5) ANY CONSENT GIVEN OR OTHER ACTION TAKEN BY DTC AS THE OWNER OF THE BONDS; OR (6) ANY OTHER MATTERS. So long as Cede & Co. is the registered owner of the Bonds, as nominee for DTC, references herein to “Owner” or registered owners of the Bonds (other than under the caption “TAX EXEMPTION”) shall mean Cede & Co., as aforesaid, and shall not mean the Beneficial Owners of such Bonds. When reference is made to any action which is required or permitted to be taken by the Beneficial Owners, such reference shall only relate to those permitted to act (by statute, regulation or otherwise) on behalf of such Beneficial Owners for such purposes. When notices are given, they shall be sent by the City or the Registrar to DTC only. E-1 APPENDIX E FORM OF APPROVING LEGAL OPINION [Closing Date] MAYOR AND COUNCIL CITY OF GOODYEAR, ARIZONA We have acted as bond counsel to the City of Goodyear, Arizona (the “City”) in connection with the issuance of its $84,485,000* aggregate principal amount of General Obligation Bonds, Series 2026 (the “Bonds”). In such capacity, we have examined such law and such certified proceedings, certifications, and other documents as we have deemed necessary to give the opinions below. As to questions of fact material to the opinions below, we have relied upon, and assumed due and continuing compliance with the provisions of, the certified proceedings and other certifications, covenants and representations furnished to us without undertaking to verify them by independent investigation, including, without limitation, those with respect to causing interest on the Bonds to be and remain excluded from gross income for federal income tax purposes. Based upon the foregoing, we are of the opinion, as of this date, which is the date of initial delivery of the Bonds against payment therefor, that: 1. The Bonds have been duly authorized and executed by the City and are valid and binding general obligations of the City. 2. All taxable property within the City is subject to the levy of a direct, annual, ad valorem tax to pay the principal of and interest on the Bonds without limit as to rate or amount. It is required by law that there be levied, assessed and collected, in the same manner as other taxes of the City, an annual tax upon the taxable property in the City sufficient to pay the principal of and interest on the Bonds when due. 3. Under existing laws, regulations, rulings and judicial decisions, the interest income on the Bonds is excludable from gross income for federal income tax purposes under Section 103 of the Internal Revenue Code of 1986, as amended (the “Code”) and is exempt from Arizona income taxes. Interest income on the Bonds is not an item of tax preference for purposes of the alternative minimum tax imposed on individuals; however, such interest is taken into account in determining the annual adjusted financial statement income of applicable corporations (as defined in Section 59(k) of the Code) for the purpose of computing the alternative minimum tax imposed on corporations. The opinion set forth in the preceding sentence is subject to the condition that the City comply with all requirements of the Code that must be satisfied subsequent to the issuance of the Bonds in order that the interest thereon be, and continue to be, excludable from gross income for federal income tax purposes under Section 103 of the Code. The City has covenanted to comply with all such requirements. Failure to comply with certain of such requirements may cause interest on the Bonds to be includable in gross income for federal income tax purposes retroactively to the date of issuance of the Bonds. For purposes of this opinion, we have assumed continuing compliance by the City with such restrictions, conditions, and requirements. We express no opinion regarding other federal tax consequences arising with respect to the Bonds. The rights of the owners of the Bonds and the enforceability of the Bonds are limited by bankruptcy, insolvency, reorganization, moratorium, and similar laws affecting the rights and remedies of creditors, and by equitable principles, whether considered at law or in equity. We express no opinion herein regarding the accuracy, adequacy, or completeness of the Official Statement dated as of ______, 2026, relating to the Bonds. Further, we express no opinion regarding tax consequences arising with respect to the Bonds other than as expressly set forth herein. The opinions given in this opinion letter are given as of the date set forth above, and we assume no obligation to revise or supplement them to reflect any facts or circumstances that may later come to our attention, or any changes in law that may later occur. Respectfully submitted, * Subject to change. [THIS PAGE INTENTIONALLY LEFT BLANK] F-1 APPENDIX F FORM OF CONTINUING DISCLOSURE CERTIFICATE $84,485,000* CITY OF GOODYEAR, ARIZONA GENERAL OBLIGATION BONDS, SERIES 2026 CONTINUING DISCLOSURE CERTIFICATE (CUSIP BASE NUMBER 382505) This Continuing Disclosure Certificate (this “Disclosure Certificate”) is undertaken by the City of Goodyear, Arizona (the “City”), in connection with the issuance of its General Obligation Bonds, Series 2026 (the “Bonds”). In consideration of the initial sale and delivery of the Bonds, the City covenants as follows: Section 1. Purpose of the Disclosure Certificate. This Disclosure Certificate is for the benefit of the Bondholders and in order to assist the Participating Underwriter in complying with the Rule (each as defined herein). Section 2. Definitions. Any capitalized term used herein shall have the following meanings, unless otherwise defined herein: “Annual Report” shall mean the annual report provided by the City pursuant to, and as described in, Sections 3 and 4 of this Disclosure Certificate. “Audited Financial Statements” shall mean the City’s annual financial statements, which are currently prepared in accordance with generally accepted accounting principles (GAAP) for governmental units as prescribed by the Governmental Accounting Standards Board (GASB) and which the City intends to continue to prepare in substantially the same form. “Bondholder” shall mean any registered owner or beneficial owner of the Bonds. “Bond Counsel” shall mean Gust Rosenfeld P.L.C. or such other nationally recognized bond counsel as may be selected by the City. “Dissemination Agent” shall mean the City or any person designated in writing by the City as the Dissemination Agent. “EMMA” shall mean the Electronic Municipal Market Access system of MSRB, or any successor thereto approved by the United States Securities and Exchange Commission, as a repository for municipal continuing disclosure information pursuant to the Rule. “Financial Obligation” shall mean: (i) a debt obligation; (ii) a derivative instrument entered into in connection with, or pledged as security or a source of payment for, an existing or planned debt obligation; or (iii) a guarantee of (i) or (ii). Provided, that “Financial Obligation” does not include municipal securities as to which a final official statement has been provided to the MSRB. “Listed Events” shall mean any of the events listed in Section 5(a) of this Disclosure Certificate. “MSRB” shall mean the Municipal Securities Rulemaking Board, or any successor thereto. “Official Statement” shall mean the final official statement dated ______, 2026, relating to the Bonds. * Subject to change. F-2 “Participating Underwriter” shall mean any of the original underwriters of the Bonds required to comply with the Rule in connection with the offering of the Bonds. “Rule” shall mean Rule 15c2-12(b)(5) adopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934, as the same may be amended from time to time. Section 3. Provision of Annual Reports. (a) Commencing February 1, 2027, and by no later than February 1 of each year thereafter (the “Filing Date”), the City shall, either directly or by directing the Dissemination Agent to do so, provide an Annual Report to MSRB. The Annual Report shall be provided electronically and in a format prescribed by MSRB. The Annual Report shall be consistent with the requirements of Section 4 of this Disclosure Certificate and shall include information from the fiscal year ending on the preceding June 30. All documents provided to MSRB shall be accompanied by identifying information prescribed by MSRB. Currently, filings are required to be made with EMMA. Not later than 15 business days prior to such Filing Date, the City shall provide the Annual Report to the Dissemination Agent (if other than the City). (b) If the City is unable or for any reason fails to provide electronically to EMMA an Annual Report or any part thereof by the Filing Date required in subsection (a) above, the City shall, in a timely manner, send a notice to EMMA in substantially the form attached as Exhibit A not later than the Filing Date. (c) If the City’s Audited Financial Statements are not submitted with the Annual Report and the City fails to provide to EMMA a copy of its Audited Financial Statements within 30 days of receipt thereof by the City, then the City shall, in a timely manner, send a notice to EMMA in substantially the form attached as Exhibit B. (d) The Dissemination Agent shall: (i) determine the proper electronic filing address of EMMA each year prior to the date(s) for providing the Annual Report and Audited Financial Statements; and (ii) if the Dissemination Agent is other than the City, file a report or reports with the City certifying that the Annual Report and Audited Financial Statements, if applicable, have been provided pursuant to this Disclosure Certificate, stating the date such information was provided and listing where it was provided. Section 4. Content of Annual Reports. (a) The Annual Report may be submitted as a single document or as separate documents comprising an electronic package, and may incorporate by reference other information as provided in this Section, including the Audited Financial Statements of the City; provided, however, that if the Audited Financial Statements of the City are not available at the time of the filing of the Annual Report, the City shall file unaudited financial statements of the City with the Annual Report and, when the Audited Financial Statements of the City are available, the same shall be submitted to EMMA within 30 days of receipt by the City. (b) The City’s Annual Report shall contain or incorporate by reference the following: (i) Type of Financial and Operating Data to be Provided: (A) Subject to the provisions of Sections 3 and 4(a) hereof, Audited Financial Statements for the City. (B) Annually updated financial information and operating data of the type contained in the following tables of the Official Statement: (i) TABLE B-11: Direct and Overlapping General Obligation Bonds Outstanding and to be Outstanding; (ii) TABLE B-14: Property Taxes Levied and Collected; (iii) TABLE B-15: Direct and Overlapping Assessed Valuations and Total Tax Rates; (iv) TABLE B-16: Assessed Value by Property Classification; and (v) TABLE B-17: Assessed Valuation of Major Taxpayers. (C) In the event of an amendment pursuant to Section 8 of this Disclosure Certificate not previously described in an Annual Report, an explanation, in narrative form, of the reasons for the amendment and the impact of the change in the type of operating data or financial information being provided and, if the amendment F-3 is made to the accounting principles to be followed, a comparison between the financial statements or information prepared on the basis of the new accounting principles and those prepared on the basis of the former accounting principles, including a qualitative discussion of the differences, and the impact on the presentation and, to the extent feasible, a quantitative comparison. (ii) Accounting Principles Pursuant to Which Audited Financial Statements Shall Be Prepared: The Audited Financial Statements shall be prepared in accordance with generally accepted accounting principles and state law requirements as are in effect from time to time. Notice of amendment to the accounting principles shall be sent within 30 days to EMMA. (c) Any or all of the items listed above may be incorporated by reference from other documents, including official statements of debt issues of the City or related public entities, which have been submitted to EMMA or the Securities and Exchange Commission. If the document incorporated by reference is a final official statement, it must be available from EMMA. The City shall clearly identify each such other document so incorporated by reference. Section 5. Reporting of Listed Events. (a) This Section shall govern the giving of notices by the City, either directly or by directing the Dissemination Agent to do so, of the occurrence of any of the following events with respect to the Bonds. The City shall, in a timely manner, not in excess of 10 business days after the occurrence of the event, provide notice of the following events with EMMA: (i) Principal and interest payment delinquencies; (ii) Non-payment related defaults, if material; (iii) Unscheduled draws on debt service reserves reflecting financial difficulties; (iv) Unscheduled draws on credit enhancements reflecting financial difficulties; (v) Substitution of credit or liquidity providers, or their failure to perform; (vi) Adverse tax opinions, the issuance by the Internal Revenue Service (the “IRS”) of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701-TEB) or other material notices or determinations with respect to the tax status of the Bonds, or other material events affecting the tax status of the Bonds; (vii) Modifications to rights of Bondholders, if material; (viii) Bond calls, if material, and tender offers; (ix) Defeasances; (x) Release, substitution, or sale of property securing repayment of the Bonds, if material; (xi) Rating changes; (xii) Bankruptcy, insolvency, receivership or similar event of the City; (xiii) The consummation of a merger, consolidation, or acquisition involving the City or the sale of all or substantially all of the assets of the City, other than in the ordinary course of business, the entry into a definitive agreement to undertake such an action or the termination of a definitive agreement relating to any such actions, other than pursuant to its terms, if material; (xiv) Appointment of a successor or additional trustee or the change of name of a trustee, if material; (xv) The incurrence of a Financial Obligation of the City, if material, or agreement to covenants, events of default, remedies, priority rights, or other similar terms of a Financial Obligation of the City, any of which affect Bondholders, if material; and (xvi) A default, event of acceleration, termination event, modification of terms, or other similar events under the terms of a Financial Obligation of the City, any of which reflect financial difficulties. (b) “Materiality” will be determined in accordance with applicable federal securities laws. Note to Section 5(a)(xii) above: For the purposes of the event identified in section 5(a)(xii) above, the event is considered to occur when any of the following occur: the appointment of a receiver, fiscal agent or similar officer for the City in a proceeding under the U.S. Bankruptcy Code or in any other proceeding under state or federal law in which a court or governmental authority has assumed jurisdiction over substantially all of the assets or business of the City, or if such jurisdiction has been assumed by leaving the existing governing body and officials or officers in possession but subject to the supervision and orders of a court or governmental authority, or the entry of an order confirming a plan of reorganization, arrangement or liquidation by a court or governmental authority having supervision or jurisdiction over substantially all of the assets or business of the City. F-4 Section 6. Termination of Reporting Obligation. The City’s obligations under this Disclosure Certificate shall terminate upon the legal defeasance, prior redemption or payment in full of all of the Bonds. Such termination shall not terminate the obligation of the City to give notice of such defeasance or prior redemption in the same manner as for a Listed Event under Section 5(a). Section 7. Dissemination Agent. The City may, from time to time, appoint or engage a Dissemination Agent to assist it in carrying out its obligations under this Disclosure Certificate, and may discharge any such Dissemination Agent, with or without appointing a successor Dissemination Agent. Section 8. Amendment. Notwithstanding any other provision of this Disclosure Certificate, the City may amend this Disclosure Certificate if: (a) The amendment is made in connection with a change in circumstances that arises from a change in legal requirements, change in law, or change in identity, nature or status of the City, or the type of business conducted; (b) This Disclosure Certificate, as amended, would, in the opinion of Bond Counsel, have complied with the requirements of the Rule at the time of the primary offering of the Bonds, after taking into account any amendments or interpretations of the Rule, as well as any change in circumstances; and (c) The amendment does not materially impair the interests of Bondholders, as determined by Bond Counsel. Section 9. Filing with EMMA. The City shall, or shall cause the Dissemination Agent to, electronically file all items required to be filed with EMMA. Section 10. Additional Information. The City may, at the City’s election, include any information in any Annual Report or notice of occurrence of a Listed Event in addition to that which is specifically required by this Disclosure Certificate. If the City chooses to include such information, the City shall have no obligation under this Disclosure Certificate to update such information or include it in any future Annual Report or notice of occurrence of a Listed Event. Section 11. Default. In the event of a failure of the City to comply with any provision of this Disclosure Certificate any Bondholder may seek specific performance by court order to cause the City to comply with its obligations under this Disclosure Certificate. The sole remedy under this Disclosure Certificate in the event of any failure of the City to comply with this Disclosure Certificate shall be an action to compel performance and such failure shall not constitute a default under the Bonds or the resolution authorizing the Bonds. Section 12. Compliance by the City. The City hereby covenants to comply with the terms of this Disclosure Certificate. The City expressly acknowledges and agrees that compliance with the undertaking contained in this Disclosure Certificate is its sole responsibility and the responsibility of the Dissemination Agent, if any, and that such compliance, or monitoring thereof, is not the responsibility of, and no duty is present with respect thereto for, the Participating Underwriter, Bond Counsel or the City’s financial advisor. Section 13. Subject to Appropriation. Pursuant to Arizona law, the City’s undertaking to provide information under this Disclosure Certificate is subject to appropriation to cover the costs of preparing and sending the Annual Report and notices of Listed Events to EMMA. Should funds that would enable the City to provide the information required to be disclosed hereunder not be appropriated, then notice of such fact shall, in a timely manner, be sent to EMMA in substantially the form attached as Exhibit C. Section 14. Beneficiaries. This Disclosure Certificate shall inure solely to the benefit of the City, the Dissemination Agent, the Participating Underwriter and the Bondholders, and shall create no rights in any other person or entity. Section 15. Governing Law and Interpretation of Terms. This Disclosure Certificate shall be governed by the law of the State of Arizona and any action to enforce this Disclosure Certificate must be brought in an Arizona state court. The terms and provisions of this Disclosure Certificate shall be interpreted in a manner consistent with the interpretation of such terms and provisions under the Rule and the federal securities law. [Signature on following page] F-5 Dated: [Closing Date] CITY OF GOODYEAR, ARIZONA By______________________________________ Its Finance Director [Signature Page to Continuing Disclosure Certificate] F-6 EXHIBIT A NOTICE OF FAILURE TO FILE ANNUAL REPORT Name of Issuer: City of Goodyear, Arizona Name of Bond Issue: $84,485,000 General Obligation Bonds, Series 2026 Dated Date of Bonds: [Closing Date] Base CUSIP: 382505 NOTICE IS HEREBY GIVEN that the City has not provided an Annual Report with respect to the above-named Bonds as required by Section 3(a) of the Continuing Disclosure Certificate dated [Closing Date]. The City anticipates that the Annual Report for fiscal year ended June 30, _____, will be filed by ______________________. Dated: __________________ CITY OF GOODYEAR, ARIZONA By Its -------------------------------------------------------------------------------------------------------------------------------------------- EXHIBIT B NOTICE OF FAILURE TO FILE AUDITED FINANCIAL STATEMENTS Name of Issuer: City of Goodyear, Arizona Name of Bond Issue: $84,485,000 General Obligation Bonds, Series 2026 Dated Date of Bonds: [Closing Date] Base CUSIP: 382505 NOTICE IS HEREBY GIVEN that the City failed to provide its Audited Financial Statements with its Annual Report or, if not then available, within 30 days of receipt as required by Section 4(a) of the Continuing Disclosure Certificate dated [Closing Date], with respect to the above-named Bonds. The City anticipates that the Audited Financial Statements for the fiscal year ended June 30, ____ will be filed by ______________________. Dated: _________________ CITY OF GOODYEAR, ARIZONA By Its -------------------------------------------------------------------------------------------------------------------------------------------- EXHIBIT C NOTICE OF FAILURE TO APPROPRIATE FUNDS Name of Issuer: City of Goodyear, Arizona Name of Bond Issue: $84,485,000 General Obligation Bonds, Series 2026 Dated Date of Bonds: [Closing Date] Base CUSIP: 382505 NOTICE IS HEREBY GIVEN that the City failed to appropriate funds necessary to perform the undertaking required by the Continuing Disclosure Certificate dated [Closing Date]. Dated: _________________ CITY OF GOODYEAR, ARIZONA By Its [Exhibits to Continuing Disclosure Certificate] [Back cover logo]