Report of Potential Conflict of Interest in Partnership Agreement

We identified a potential conflict of interest issue involving a former member of the Amtrak Board of Directors who had previously been a management official at another company within the transportation industry. Specifically, Amtrak and this company developed a partnership agreement while the former Board member was still actively serving on the Amtrak Board. Our review sought to determine whether the agreement complied with applicable ethics standards. We determined that the Board member did not violate any applicable laws in this matter, and we did not find evidence that the member directly benefited from the partnership agreement. However, our review found the Board was not well-served by the company’s processes designed to identify and mitigate potential conflicts of interest.