MINUTES OF THE JANUARY 31, 2022, VIDEOCONFERENCE MEETING

OF THE BOARD OF REGENTS

ATTENDANCE

This scheduled meeting of the Board of Regents (“Board”) of the Smithsonian Institution (“Smithsonian”) was held on 

January 31, 2022. Due to the COVID-19 (Coronavirus) pandemic, the Board conducted its scheduled meeting, 

including business and executive sessions, via videoconference. Board and Executive Committee Chair Steve Case 

welcomed Regents and staff and called the meeting to order at 10:00 a.m. Participating were Regents:

Chief Justice John G. Roberts, Jr., Chancellor1

Senator John Boozman

Senator Catherine Cortez Masto 

Senator Patrick J. Leahy

Representative Doris Matsui

Representative Lucille Roybal-Allard

Representative Adrian Smith 

Ambassador Barbara M. Barrett 

Mr. Steve Case, Chair 

Mr. John Fahey

Mr. Roger W. Ferguson, Jr.

Mr. Michael Govan

Dr. Risa J. Lavizzo-Mourey, Vice Chair

Mr. Michael M. Lynton

Ms. Denise O’Leary

Mr. Franklin D. Raines

Ms. Kathryn Hall, Investment Committee Chair

Mr. Dennis Keller, Smithsonian National Board Chair

Mrs. Christine Udvar-Hazy, Advancement Committee Chair

Vice President Kamala D. Harris was unable to participate. 

Smithsonian and Regent staff present by invitation of the Board were: 

Lonnie G. Bunch III, Secretary

Greg Bettwy, Chief of Staff to the Secretary

Victor Castillo, Office of Representative Roybal-Allard

Monique Chism, Under Secretary for Education

Ronald Cortez, Under Secretary for Administration

Trevor Dean, Office of Senator Cortez Masto

Kate Forester, Deputy Chief of Staff to the Regents

Mallory Gianola, Special Assistant to the Regents

(recorder)

Kevin Gover, Under Secretary for Museums 

and Culture

Doug Hall, Acting Deputy Under Secretary for 

Administration

Cathy Helm, Inspector General

Janice Lambert, Chief Financial Officer

Judith Leonard, General Counsel 

Jeremy Marcus, Office of Representative Matsui

Julissa Marenco, Assistant Secretary for 

Communications and External Affairs and Chief 

Marketing Officer

Era Marshall, Director of the Office of Equal 

Employment and Supplier Diversity

Kevin McDonald, Office of Senator Leahy

Jeffrey P. Minear, Counselor to the Chief 

Justice

Meroë Park, Deputy Secretary and Chief Operating 

Officer

Vernon L. Simms, Director of the Office of 

Government Relations

Robert J. Spiller, Assistant Secretary for 

Advancement 

Ellen Stofan, Under Secretary for Science and 

Research

Porter N. Wilkinson, Chief of Staff to the Regents

Josh Yearsley, Office of Senator Cortez Masto

1 Recused from the Future of Work at the Smithsonian 

discussion
2

BUSINESS MEETING

Naming Recognition for 

the National Museum of 

African American 

History and Culture

Regents’ Public Forum

Executive Committee 

Approvals

Senior Staff and Regent

Transitions

REPORT OF THE CHAIR OF THE BOARD AND EXECUTIVE COMMITTEE

Board and Executive Committee Chair Steve Case began his report by presenting

one action item for the Board’s consideration: a naming opportunity for the 

National Museum of African American History and Culture. The Board of Regents 

is responsible for approving naming recognition of facilities and spaces. Upon 

motion duly made and seconded, the Board unanimously voted to approve the 

space naming.

See attached Actions 2022.01.01 (Minutes of the Board of Regents, Appendix A)

Mr. Case highlighted viewing and engagement metrics from the Regents’ annual 

public forum, which was held virtually on December 7, 2021. The public forum

topics focused on advancing Our Shared Future both within the Smithsonian and 

throughout the global community, the creation of two new museums, and efforts 

to advance the Smithsonian as a virtual Institution. This was the second public 

forum to be hosted exclusively on a virtual platform, and viewership and 

participation was consistent with the 2020 virtual format. 

Next, Mr. Case briefed the Board on actions taken by the Executive Committee on

behalf of the Board, pursuant to Board Bylaw 3.01. The Executive Committee

approved a corporate sponsorship to support the National Museum of the 

American Latino and the Smithsonian Latino Center’s Molina Family Latino Gallery 

at the National Museum of American History. Mr. Case noted that the Executive

Committee’s approval was requested on behalf of the Board to accommodate the 

timing of related public announcements. The Executive Committee also approved 

the Smithsonian Institution’s external auditor, KPMG, to perform external auditor 

services. The approval was for work to be completed before the January 2022 

meeting of the Board of Regents, in time for the results to be used to validate the 

annual performance results for certain members of the Office of Investment, 

which the Board voted on at the January meeting. 

To conclude his report, Mr. Case acknowledged senior staff and Regent 

transitions. He welcomed Under Secretary for Administration Ron Cortez to his

first meeting of the Board of Regents. Mr. Cortez joined the Smithsonian on 

December 6 and will be responsible for the Smithsonian’s management and 

operations functions. Mr. Case also acknowledged upcoming Regent transitions. 

Senator Patrick Leahy and Representative Lucille Roybal-Allard will not seek 

reelection in 2022 and they will both retire in January 2023 at the end of the 

117th Congress. The Smithsonian will work with Congressional leadership to 

make the necessary appointments from the United States Senate and the U.S. 

House of Representatives to replace Senator Leahy and Representative RoybalAllard, respectively. 
3

Safety Protocols on 

Smithsonian Operations

Future of Work at the 

Smithsonian

Consent Agenda

FUTURE OF WORK AT THE SMITHSONIAN

Secretary Bunch then updated the Board on the future of work at the

Smithsonian. The update focused on the Smithsonian’s ongoing response to the 

COVID-19 (Coronavirus) pandemic, safety protocols impacting Smithsonian 

operations, and Smithsonian telework policy implementation. Since the 

Smithsonian announced a Federal COVID-19 vaccination mandate in November, 

more than 95% of employees, affiliated staff, and contractors have complied. The 

Secretary informed the Board that the Federal government directed agencies to 

stop implementation or enforcement of the Federal Vaccine Mandate following a 

preliminary court ruling. The Smithsonian has halted the enforcement of its

vaccination mandate for all Federal and Trust employees and affiliated staff. The 

Institution will continue with other workplace safety protocols, including masking, 

physical distancing, and enhanced telework. The Secretary also reminded the 

Board that the Smithsonian has been managing the direct and indirect outcomes 

of the latest surge in COVID-19 infections caused by the Omicron variant. On 

January 14, the Smithsonian announced that it would reduce public hours for 

some museums to accommodate for unprecedented staff shortages. The 

Secretary noted the importance of the Institution to fulfill its public service 

mission, and keep museums open to the public, while balancing the safety of

visitors and staff.

In addition to adjusting and pivoting Smithsonian operations to ensure the health 

and safety of staff and visitors, the Institution is exploring the future of its 

workplace environment. Deputy Secretary and Chief Operating Officer Meroë 

Park and Acting Deputy Under Secretary for Administration Doug Hall updated 

the Board on revised guidelines for the administration and implementation of the 

Telework Program at the Smithsonian, including enhanced telework resources,

advanced technology options, updated formal guidance, and improved training 

and coordination across units.

APPROVAL OF THE CONSENT AGENDA

The Consent Agenda (“Agenda”) was presented for the Board’s consideration. Dr. 

Risa J. Lavizzo-Mourey was recused from voting on the Agenda because she was a 

candidate for reappointment as a member of the Advisory Board of the National 

Museum of Natural History. Action items listed on the January 31, 2022, Agenda 

included: the approval of minutes from the October 25, 2021, meeting of the 

Board of Regents; a proposed amendment to the Investment Committee Charter; 

appointments and reappointments to 11 Smithsonian Institution Advisory Boards; 

and gifts and naming recognitions. Upon motion duly made and seconded, the 

Board voted to adopt the Agenda, constituting the approval of all action items 

listed therein.

See attached Actions 2022.01.02 (Minutes of the Board of Regents, Appendix A).
4

Questions on Written 

Committee Reports

Written Report of the 

Advancement

Committee

Written Report of the 

Audit and Review 

Committee

Written Report of the 

Compensation and 

Human Resources 

Committee

QUESTIONS ON WRITTEN COMMITTEE REPORTS

Next, Mr. Case provided an opportunity for Regent committee chairs and 

Smithsonian staff to answer questions on the written reports distributed in 

advance of the meeting by the Advancement Committee; Audit and Review 

Committee; Compensation and Human Resources Committee; Facilities 

Committee; Governance and Nominating Committee; Strategy, Innovation, and 

Technology Committee; Smithsonian National Board; and Office of Government 

Relations.

Written Report of the Advancement Committee

The Advancement Committee conducted meetings on November 30, 2021, and 

January 13, 2022. During the meetings, the Committee received an update on 

Campaign messaging and volunteer leadership, reviewed notable gifts and grants, 

and voted to recommend three gifts to the Board of Regents. The Committee was

also briefed on the progress towards the fiscal year 2022 fundraising goal. As of

November 30, 2021, the Smithsonian had raised $29.7 million towards its $230 

million goal. The Advancement Committee also completed its annual selfassessment and performed its annual review of the Committee Charter.

Written Report of the Audit and Review Committee

The Audit and Review Committee met on January 14, 2022. During the

meeting, the Committee reviewed the audit results for the fiscal year 2021 

financial statements and was briefed on the fiscal year 2021 financial results. The 

Committee also received updates on the Inspector General’s activities, the 

Smithsonian’s IT Security program, the Enterprise Risk Management program, and

initial framework for the Smithsonian’s internal review group. Additionally, the

Committee performed its annual review of the Committee Charter.

Written Report of the Compensation and Human Resources

Committee

The Compensation and Human Resources Committee conducted a meeting

on December 14, 2021. During the meeting the Committee received an update on 

Smithsonian telework policies and plans to increase resources for the Office of 

Human Resources. Additionally, the Committee performed its annual review of 

the Committee Charter. The Committee also met on January 18, 2022, to review 

and discuss 2022 compensation recommendations for senior executives. 
5

Written Report of the 

Facilities Committee

Written Report of the 

Governance and 

Nominating Committee

Written Report of the 

Strategy, Innovation, 

and Technology 

Committee

Written Report of the 

Smithsonian National 

Board

Written Report of the Facilities Committee

The Facilities Committee held a meeting on November 16, 2021. During the 

meeting, the Committee was briefed on the Facilities Capital and Maintenance 

programs for FY2021-FY2023, including deferred maintenance. The Committee 

also was briefed on resource and space planning. The Committee received 

informational material on a third-party study of capital costs, revitalization of the 

Historic Core, and major capital projects, including: the Integrated Bezos Learning 

Center, the rebuilding of the National Air and Space Museum, construction of the 

Pod 6 collections storage facility, repair of the column capitals at the National 

Zoological Park’s General Services Building, and revitalization of the Sculpture 

Garden at the Hirshhorn Museum and Sculpture Garden.

Written Report of the Governance and Nominating Committee

The Governance and Nominating Committee conducted a meeting on December

6, 2021. During the meeting, the Committee voted to approve the following: 

appointments and reappointments to Smithsonian advisory boards, a proposed 

amendment to the Investment Committee Charter, and the proposed 

amendments and underlying bylaws of the Smithsonian American Women’s 

History Museum Advisory Council. The Governance and Nominating Committee 

also reviewed and approved the proposed Regent committee chairmanship and 

membership assignments for 2022.

Written Report of the Strategy, Innovation, and Technology

Committee

The Strategy, Innovation, and Technology Committee conducted a meeting on 

December 15, 2021. During the meeting, the Committee engaged in a strategic 

discussion on a Smithsonian Non-Fungible Token (“NFT”) pilot proposal and

received an update on upcoming exhibitions and public programming.

Additionally, the Committee performed its annual review of the Committee 

Charter.

Written Report of the Smithsonian National Board

The Smithsonian National Board (“SNB”) held its fall meeting on October 28 and 

29, 2021. With a focus on the future of the Institution, the meeting programs 

offered a deep dive into new initiatives and exhibitions, including the renovation 

of the Sculpture Garden and the Laurie Anderson: The Weather exhibition at the 

Hirshhorn Museum and Sculpture Garden, the FUTURES exhibition at the Arts and

Industries Building, and the National Native American Veterans Memorial at the 

National Museum of the American Indian. In addition to the business meeting, 

the fall meeting of the SNB included updates from the Chief of Staff to the 

Secretary, Assistant Secretary for Advancement, and Under Secretary for Science 
6

Written Report of the 

Office of Government 

Relations

Congressional Hearings

and Smithsonian 

Related Legislation

White House 

Engagement

Congressional 

Engagement

and Research. National Board members also received reports from working group 

and committee chairs. 

Written Report of the Office of Government Relations

The Office of Government Relations (“OGR”) reported that on December 3, 2021, 

Congress passed H.R. 6119, (Public Law 117-70), the Further Extending 

Government Funding Act. The bill is the second short-term spending measure for 

fiscal year 2022, which funds the government through February 18, 2022, and

provides funding for Smithsonian operations and facilities projects at the same 

rate as fiscal year 2021 for the same period. The House approved the Fiscal Year 

2022 Consolidated Appropriations Act that includes annual funding for the 

Smithsonian within the Division for the Department of Interior, Environment and 

Related Agencies on July 29, 2021. The Senate released its version of the bill on 

October 18, 2021, but has not taken the measure to a vote. 

OGR engaged in two Congressional hearings between the October and January 

Board meetings. The first focused on the Commission to Study the Potential 

Creation of a National Museum of Asian Pacific American History and Culture. The 

second hearing was related to Smithsonian Facilities and impacts of climate 

change. The Office of Government Relations also is tracking five pieces of 

legislation related to commemorative Congressional Gold Medals, including 

H.R.5142, S.3420, H.R.6070, H.R.5718, and H.R.6261. Each of the bills directs a 

medal to go to the Smithsonian for display and research.

The Office of Government Relations continues to work closely with the White 

House and the Office of the First Lady’s staff on diversity, accessibility, access, and 

inclusion efforts. In November, the Smithsonian mounted a temporary exhibition 

at the White House commemorating Native American Heritage Month. OGR is 

also working on future exhibitions for Black History Month in February, Women’s 

History Month in March, Asian American and Pacific Islander Heritage Month in 

May, LGBTQ in June, and Hispanic Heritage Month in September. First Lady, Dr. 

Jill Biden has also agreed to serve as the Honorary Co-Host of the 50th 

anniversary celebration of the Renwick Gallery of the Smithsonian American Art 

Museum. The 2022 anniversary program will present two exhibitions around the 

themes of shelter and the imagination.

Despite enhanced telework for most Smithsonian and Congressional staff, regular 

Congressional engagement has continued. Recent Congressional engagement has 

focused on the National Museum of the American Latino, the Smithsonian 

American Women’s History Museum, the 2023 Smithsonian Folklife Festival, the 

Smithsonian’s Climate Action Plan, and the Institution’s digital and education 

strategic initiatives.

 
7

Report of the Finance 

Committee

Strategic Report of the 

Secretary

Climate Change Action 

Plan

Virtual Smithsonian

REPORT OF THE FINANCE COMMITTEE

Finance Committee Chair Roger Ferguson updated the Board on the fiscal year 

2023 federal budget request to Congress. The Smithsonian submitted its fiscal 

year 2023 budget request to OMB in September 2021, and the federal budget is 

typically due to Congress in early February. Mr. Ferguson informed the Board that 

OMB has delayed return of its funding decision for fiscal year 2023 until the final 

fiscal year 2022 appropriations levels are set by Congress. The Finance Committee 

and Board delayed the anticipated motion on the fiscal year 2023 budget because 

the OMB Passback process was not complete at the time of the January Board 

meeting. 

STRATEGIC REPORT OF THE SECRETARY

Secretary Bunch then updated the Board on the state of the Smithsonian. The 

update focused on strategic priorities including working together to build a

nimble and effective Smithsonian, coming together to address our most urgent 

climate risks, and advancing the concept of a Virtual Smithsonian. The Secretary 

first briefed the Board on efforts to enhance human resources operations. Now 

that the Smithsonian has hired a new Director of Human Resources and Under 

Secretary for Administration, the Institution can push forward to better align its 

resources, apply a strategic framework with short-term and long-term focus 

areas, and begin addressing human capital needs related to the hiring backlog.

The Secretary also detailed efforts to continue engagement with the American 

Federation of Government Employees (“AFGE”), which is the largest federal 

employee union representing 700,000 federal and D.C. government workers, 

including some Smithsonian staff.

Next, the Secretary outlined steps the Smithsonian is taking to mitigate risks 

associated with climate change. On December 16, 2021, the Committee on House 

Administration held a hearing entitled, “Oversight of the Smithsonian Institution: 

Protecting Smithsonian Facilities and Collections Against Climate Change.” 

Smithsonian Facilities Director Nancy Bechtol and Inspector General Cathy Helm 

testified on behalf of the Smithsonian. It was determined that with support from 

Congress, OMB, and the Smithsonian Community, the Institution will continue to 

identify synergies between its capital funding and maintenance budget to address 

the deferred maintenance backlog and climate-related vulnerabilities, and further 

increase the safety and security of Smithsonian facilities and collections.

To conclude his report, Secretary Bunch updated the Board on recent 

developments to the Smithsonian’s digital transformation. The Smithsonian is 

seeking out critical ways to engage both technology partners and cultural 

communities to help advance the concept of a virtual Smithsonian, through a 

series of innovative, digitally driven pilots and activities.
8

Strategic Discussion on 

New Smithsonian 

Museums

New Museum Advisory 

Boards and Directors

New Museums Funding 

Strategies

New Museums Site 

Selection

Smithsonian American 

Women’s History 

Museum Advisory 

Council Bylaws

STRATEGIC DISCUSSION ON NEW SMITHSONIAN MUSEUMS

Mr. Case then introduced the strategic discussion on the two new Smithsonian

museums. The discussion focused on funding strategies, site selection, and 

bylaws for the Smithsonian American Women’s History Museum Advisory 

Council.

To begin, the Secretary informed the Board that both the Board of Trustees of the 

National Museum of the American Latino (“NMAL”) and the Advisory Council of 

the Smithsonian American Women’s History Museum (“SAWHM”) held their 

inaugural meetings. Both advisory boards will be adopting bylaws for their 

operations and establishing leadership structures. The Smithsonian also is actively 

engaged in two executive searches for permanent directors to lead the new 

museums. The search committee for the Director of the Smithsonian American 

Women’s History Museum expects to begin candidate interviews in March 2022. 

The Smithsonian expects to announce the new Director of the National Museum 

of the American Latino in early February.

Next, Assistant Secretary for Advancement Rob Spiller briefed the Board on 

fundraising strategies for the two new museums. The Office of Advancement 

convened three New Museum Working Groups to develop a set of

recommendations to engage new advancement audiences and establish

fundraising strategies, which will include funding for the planning, design, and 

construction of the new museums; exhibitions; public programming and 

education initiatives; and administration. A new museum fundraising road map 

was developed from the resulting recommendations. The road map was 

developed for a 10-year timeframe and is intended to be customized by each 

museum director and advancement lead. Mr. Spiller highlighted some of the key

recommendations for the Regents, including integrating the museums’ overall 

communications, marketing and digital strategies at the outset, establishing

comprehensive audience engagement plans, and building robust membership 

programs. 

Under Secretary for Administration Ron Cortez then updated the Board on the

progress of the site selection process. Mr. Cortez reminded the Board that the 

locations for the two new museums are to be determined by the Regents no later 

than December 2022. The Smithsonian is currently completing research for

programs, conducting outreach meetings, creating an initial list of sites to move 

forward, and conducting informational briefings with the National Capital 

Planning Commission (“NCPC”) and the U.S. Commission of Fine Arts (“CFA”). The 

Board’s April meeting will focus on an initial review and visitations to potential 

new museum sites.

To conclude, Chair of the Governance and Nominating Committee Representative

Doris Matsui led the Board’s review of the proposed amendments and underlying 

bylaws of the Smithsonian American Women’s History Museum Advisory Council. 

As dictated by the legislation, the Council initially includes 25 members composed 

of 19 citizens, the Smithsonian Secretary, a member of the Board of Regents, and 
9

Executive Session: 

Regents and Secretary

Executive Session: 2022

Senior Executive

Compensation

Executive Session: 2022

Regent Committee

Chairmanships and

Memberships

Executive Session: 

Regents’ 2021 

Self-Assessment

four members appointed by congressional leadership. The legislation also

requires that the Council adopt bylaws for its operation. Two proposed 

amendments were presented for Board approval, including an increase in the size 

of the Council from 25 to 29 members and a resolution to delegate authority to 

the museum director. Representative Matsui noted that in April 2017, the Board 

approved a similar delegation and size expansion for the National Museum of 

African American History and Culture. Upon motion duly made and seconded, the 

Board voted to approve adoption of the bylaws and the proposed amendments. 

See attached Actions 2022.01.03 (Minutes of the Board of Regents, Appendix A).

EXECUTIVE SESSION 

The Board moved into an executive session at approximately 11:24 a.m. to 

discuss business and personnel matters. The Secretary briefed the Board on 

issues related to workplace culture at the Smithsonian. The Board also received 

updates on personnel searches.

Chair of the Compensation and Human Resources Committee Michael Govan led 

the Board’s annual discussion and review of senior executive compensation 

decisions. Upon motion duly made and seconded, the Board voted to approve the 

Compensation and Human Resources Committee’s 2022 compensation 

recommendations for senior executive positions. 

See attached Actions 2022.01.04 (Minutes of the Board of Regents, Appendix A).

The Board continued with a Regents-only executive session. Chair of the 

Governance and Nominating Committee Representative Doris Matsui led the 

Board’s discussion on the proposed roster of Regent committee Chairs and 

members for 2022. By tradition, citizen Regents typically serve on three Regent 

committees and chair at least one committee, and Congressional Regents are 

assigned to two committees. Representative Matsui noted that members and 

chairs would serve in their roles through January 2023. Upon motion duly made 

and seconded, the Board voted to approve the proposed committee assignments 

and chairs and recommended that the Chancellor make the necessary

appointments.

See attached Actions 2022.01.05 (Minutes of the Board of Regents, Appendix A).

The Board also reviewed the results of the fiscal year 2021 Regents’ selfassessment, which was circulated to the Board in October 2021. The assessment 

results indicated general agreement on Board and Committee roles, structure, 

practices, and strategic priorities, with particular support for the Smithsonian’s 

approach to the establishment of two new museums and its continued response 

to the COVID-19 pandemic.
10

Executive Session: 

Governance Report

Executive Session: 2022

Secretary Compensation

Executive Session: 

“Gatekeeper” Reports

Adjournment

The Regents reviewed the final draft of the governance report following feedback 

from the Board’s discussion at the October 2021 meeting. Chair of the 

Governance and Nominating Committee Representative Doris Matsui noted that 

the report would be submitted to the U.S. Government Accountability Office 

(“GAO”) and made available on the Regents’ website.

In conclusion, Mr. Case led the Board’s review of the Secretary’s annual 

performance appraisal for fiscal year 2021 and proposed 2022 compensation. 

Upon motion duly made and seconded, the Board voted to approve the 

Compensation and Human Resources Committee’s 2022 compensation

recommendation for the Secretary. 

See attached Action 2022.01.06 (Minutes of the Board of Regents, Appendix A).

The Board concluded the January 31, 2022, meeting with an opportunity to hear 

from each of the Smithsonian’s Gatekeepers, including the Secretary, Under 

Secretary for Administration, General Counsel, and Inspector General.

ADJOURNMENT

There being no further business to discuss, the meeting adjourned at

approximately 12:13 p.m.

Respectfully submitted,

Lonnie G. Bunch, III

Secretary