SMART Board of Directors Meeting – Special Meeting Minutes February 26th 2025
Board of Directors Special Meeting Minutes
February 26, 2025
5:30pm – Fallon County Visitor Center
Members Present: Krista Nemitz (President), Jodi Varner (Vice President), Stacey Teter (Treasurer), Kendyl Polatas, Shannon Johnson (via Zoom), Karol Zachmann, Deborah Walraven- Wenger
Members Absent: Mindi Murnion
Staff Present: Vaughn Zenko (Executive Director)
Public Present: None
Meeting called to order at 5:33pm by President Krista Nemitz
Approval of Previous Meeting Minutes: The minutes from the January 27, 2025 meeting were reviewed. There were some noted spelling and technical corrections. • MOTION (Stacey Teter): To approve the minutes as edited. • SECOND: Deborah Walraven-Wenger • VOTE: Six in favor, none opposed, one absent. Minutes from the January 27, 2025 meeting are approved, with noted corrections. Public Comment: None
New Business:
SMART Director Succession Plan: Executive Director Zenko submitted a resignation letter on February 6, 2025, effective February 28, 2025. He expressed his confidence in current Administrator Kass Maierhofer-Davis’ and Executive Assistant Alyson Lineback’s ability to effectively operate SMART during the transition. President Nemitz noted that Kass was willing to assume the Interim Executive Director role but would like to continue as part-time, 20 hours per week. The board discussed options and future plans.
It was decided to advertise for a full-time executive director. Vaughn will write up a job description and present it to the board.
Further discussion centered on potentially raising Kass’ hourly salary during her time as Interim Executive Director. SMART will draw up an official offer letter for the position change, including a salary increase.
5:56pm: Shannon Johnson left the meeting
Hiring of Vaughn Zenko for Consulting Purposes: Vaughn expressed his willingness to remain with SMART as a consultant, as needed, to assist with making the Director transition
easier. There was discussion on the details of that arrangement. • MOTION (Deborah Walraven-Wenger): To offer Vaughn Zenko $25 per hour to act as a Consultant for SMART, for a period of six months. • SECOND: Kendyl Polatas • VOTE: Four in favor, one opposed, two absent. SMART will retain Vaughn Zenko as a paid consultant, at $25 per hour, for a period of six months. SMART Service Fee Schedule / Contract: There was more discussion on the potential fee schedule for SMART services presented at the January 27, 2025 meeting. • MOTION (Karol Zachmann): To table discussion on the SMART fee schedule until June. • SECOND: Deborah Walraven-Wenger • VOTE: Five in favor, none opposed, two absent. Discussion on a potential fee schedule for SMART services is tabled until the June meeting. Director’s Report: Director Zenko thanked the board and congratulated them on all SMART has accomplished in the last three years. He reported on the clean out of the old SMART building. It was decided that two board members would conduct a walk-through of the building. Zenko reported the success and progress on the Baker Theater Project – stating that 18 community members were in attendance at the public meeting and several others viewed online. Discussion was had regarding locations most suitable for the Baker Theater. Zenko also reported that SMART has not yet heard back from Batterman’s regarding the lease agreements for Willow Day Spa, Simply Chic, and Badlands Financial. He also noted that he will continue as a Montana Nonprofit Association Ambassador, representing SMART, for the duration of 2025. The $3,000 payment from MNA for Ambassador services will go to SMART.
Old Business:
Adopt Fiscal Year 2025 Budget: The board reviewed the FY2025 budget as discussed at prior meetings. Adjustments were made to account for additional income and expenses that arose since the January 27 meeting. • MOTION (Jodi Varner): To approve the budget as presented. • SECOND: Deborah Walraven-Wenger • VOTE: Five in favor, none opposed, two absent. SMART’s Fiscal Year 2025 budget is approved. There is an estimated income of $225,956.04 and estimated total expense of $225,956.04. 6:45pm: President Nemitz announced that the meeting would enter executive session for internal discussion amongst the board. The regular meeting was recessed at this time. 6:45pm: Executive Director Vaughn Zenko left the meeting. 7:00pm: Executive Director Vaughn Zenko returned to the meeting. The executive session concluded at 7:01pm, and the regular meeting resumed.
Having no further business to attend to at this time, President Nemitz entertained a motion to adjourn. Karol Zachmann motioned to adjourn, seconded by Deborah Walraven-Wenger. All present in favor. Meeting adjourned at 7:04pm.
The next SMART quarterly meeting is scheduled for March 18, 2025 at 5:30pm at the Visitor Center Respectfully submitted:
s\ Krista Nemitz, President
s\ Kass Maierhofer-Davis, Executive Director